Diamonds Are Forever
by Miss Nihilist
Summary: A year after the planet's reappearance, Ben and Rook are assigned a deceivingly simple job on Petropia, overseeing an "official yearly Plumber check." With Tetrax acting as their guide, it soon becomes clear that the glittering surface of the planet is covering a horrible conspiracy against the Petrosapiens, which may hide roots closer to home than any of them realized.
1. Bolt From the Blue

**A/N: This fic is going to take place after Omniverse continuity. Although, to be honest, I'll probably be using the UAF alien designs over the Omniverse ones. A lot of the redesigns just look so ugly to me.**

**I've written a handful of fics for this fandom before, but to those who are new to me, don't worry. There's absolutely no crossover between my fics. This is going to be a plot-based stand alone, sort of intended to read like an episode or two-parter.**

**Speaking of episodes, this whole fic is based on Alien Force S3 E16, "The Secret of Chromastone." I must've watched that episode about seven times, and it still makes absolutely no fucking sense. I don't even _like_ that episode, but it's pretty much the basis for this entire fic, so if you haven't seen it yet, I suggest either reading the Ben 10 Wiki on the episode (which isn't very good, but it will give you the basics) or making a quick stop over at KissCartoon. You'll need to know what happens in that episode to understand this fic.**

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**Also, last thing, I swear. I made up a name for what Petrosapiens and their planet are made out of. That blue-ish crystal? I didn't want to refer to it as "the crystalline substance" for the entire fic, so I'm calling it peranite. Unless any of you all know what it's called, because I sure don't, and the Ben 10 Wiki only says that it's "silicon-based." Which doesn't really help. **

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"And as the laser grid came rushing at us, Tetrax grabbed me and shot through it like it was _nothing_. I got completely covered, so we were both fine, but our hoverboards crashed and exploded. Man, Rook, you should've _seen_ Asmuth when I first met him. He was just going to let the Omnitrix self-destruct tick down and rip the universe apart." Oddly enough, the memory of almost killing himself and everyone in existence made Ben smile. He chuckled at his own story. "Of course, Vilgax showed up before I could convince Asmuth to help me out. The guy just doesn't know when to quit. I couldn't use the Omnitrix, but me and Tetrax and Myaxx, we—"

"You saved the day?" Rook guessed good-naturedly. He had his hands on the ship's control and his gaze firmly fixed on space, but he was still listening attentively to Ben's story.

"Big time," the human confirmed with a cocky grin. "Asmuth fixed the Omnitrix and gave me Way Big. I threw Vilgax so far that he was in orbit around Zenon for days. I'd saved the world before that, but _that_ was the first time that I save the whole universe. The first of many," Ben finished proudly.

Rook spared him a fugitive glance. "Apologies. I must have misheard the beginning of that story. Were you not the one to endanger the universe in the first place?"

Sulking now, Ben sank down in his seat and folded his arms over his chest. "Yeah, but I still saved it. And I convinced Asmuth to go back to Galvan Prime while I did it. That's got to count for something, right?"

As much fun as it would have been to banter back and forth on Ben's total net contribution to the well-being of the universe, Rook settled for a nod. "Yes, I suppose that it does. I admit the story is interesting. That was not in your Plumber files."

"That's because it's one of the few stories that I didn't tell Grandpa about, back in the day," Ben said matter-of-factly. "It was just me and Gwen that time, and we both agreed on the flight back not to talk about it again. But I guess that I just broke that agreement, didn't I?" He shrugged, a smile on his face once more. Emotional rebounds were Ben's specialty. "Ah, well. It's been long enough. I'm sure she wouldn't mind."

As Rook went to reply, Ben suddenly gasped, getting up out of his seat to stand next to where Rook was piloting. He pressed his face against the glass, squinting at the blue-ish tint in front of them that was rapidly growing. They had entered the Petropia system. Its namesake was the only planet orbiting close to a slowly burning out white dwarf. Around them, also caught in the star's gravity, large chunks of peranite were whizzing by at high speeds. Plumber-standard cruisers were monitoring the space up ahead, but other than flashing their lights in greeting, they let Ben and Rook pass without issue.

"Ben, you have to sit so that I can land," Rook told his partner with a teasing scowl on his face. "We will be there soon. Staring at the planet will not make it approach any faster than I am already flying. And we are near the speed of light as it is."

There was a muttered complaint from the teenager, but Ben sat back down and buckled himself in as told. "Still, it's going to be nice to see Tetrax without someone or something trying to kill me," he said cheerfully. "It seems like we only hang out when there's some huge problem we have to solve. What did Grandpa say we're supposed to do here, again?"

"It is an official yearly Plumber check," Rook informed him. "It is a system that exists in Plumber-controlled areas of the galaxy. Struggling planets are visited yearly by higher-ranking representatives of the Plumbers, usually hand-picked by the Magistrata herself. It is a very serious task, Ben. Our job is to ensure that the planet is developing at an appropriate pace. They have only been back in existence for a year now."

Ben rolled his eyes. "Yeah, and who's the one that brought them all back? Or did you not read that part of the file? Spoiler alert, you're looking at him." He thumped his fist against his chest proudly. "Relax, partner. These people love me. It'll be an easy job, in and out in a week, no questions asked."

Shaking his head, Rook sighed but chose to stay quiet. Sometimes, it was better to let Ben's ego burn itself out. He would be at a more reasonable level of arrogance in the morning.

He shifted the ship into a slower speed as they entered Petropia's gravitational pull. The planet reflected so much light that Rook had to let the auto landing feature do most of the work for him. Looking directly at Petropia's surface for extended periods of time could blind a person. If it wasn't for the distinctly crystalline blue hue of its color, it could be confused for a small star from a distance. But that was the drawback of orbiting so close to a white dwarf.

"Man, Rook, you're gonna love Tetrax," Ben blurted out, barely containing his enthusiasm. "He's sorta like Kevin, but _actually_ cool instead of just faking it to play hard to get with Gwen. I wish I still had that hoverboard he gave me. It's so cool, Rook, way less clunky than dragging the Tenn-Speed everywhere, and probably faster too, since I didn't have to worry about avoiding obstacles on the ground when I was flying. Ten-year-old me had the _coolest_ stuff. How is that fair?"

Getting Ben to stop talking was impossible. He was far too excited about seeing his Petrosapien friend again. Rook let the sound of his partner's rambling become white noise while he double-checked that the ship was landing correctly.

As the ship dropped closer and closer to the surface of the planet, Ben eventually quieted himself. He was no less eager but hid it behind a grin instead of continuing to bounce off of the walls. The closer that they got to the Petropia, the less intense the light became. It never actually _dimmed_, but it was easier to bear with less surface area in their lines of sight.

The Petrosian Plumber base was made out of the same crystals that made the rest of their planet. Metals and wiring were only used where absolutely necessary. They were weaker than the peranite that made up the planet but seeing as how the crystal couldn't conduct electricity, they were forced to use it to make anything in the base work.

At the sight of the glimmering base, Ben let out a low whistle. "Wow," he muttered, "they didn't have _that_ the last time I was here. The whole planet just looked like crystal mountains. They've done a lot in a year, huh?"

Rook nodded absently. "Yes, the Plumbers have been working hard to return Petropia to the way that it was before it was unfortunately destroyed. Whatever method you used to restore the planet, the buildings and artifacts did not come with it." He grimaced at the thought. "Thousands of years of history and culture… lost."

Hearing that, Ben sobered for a moment, but he quickly reverted to cheerfulness again. "We'll help them rebuild it. They can build a better city now. A blank slate to start over. And this time, they're not going to get wiped out, so they'll have plenty of history again in no time."

There were so many things wrong with that statement that Rook almost protested. But seeing the genuine look in Ben's eyes, he only chuckled. "I am sure that they would be relieved to hear that, Ben. I imagine that being wiped from existence is an experience that the planet would like to forget."

"Totally," Ben agreed. "I've been there before. A few times, actually. It never stops being tingly." Despite Rook's advisements, he had unbuckled himself and was rapidly tapping his foot against the ground, barely managing to stay seated.

They were close enough now to see the Plumbers managing the base. As Rook first assumed, most of them were Petrosapiens. This planet wasn't like Earth, which had only recently been deemed capable of handling Level 3 technology. Petropia had been far beyond that before getting obliterated, and they weren't as reliant on more experienced beings the way that humans were.

Of all the Petrosapiens milling around the outside of the base, Rook assumed that the only one _not_ wearing a Plumber's uniform was Tetrax. He had never even heard of this being until Ben's enthusiastic stories during the flight. And for a file as detailed as Ben's, Rook found it hard to believe that Tetrax would have just accidentally been left out or overlooked. Something about the whole thing irked him, but he couldn't place his finger on _what_.

The ship jarred them both as it touched down. Ben almost fell out of his seat trying to stand before the landing was complete. If this embarrassed him, he didn't let it show.

"Rook, _c'mon_, you're taking too long," he groaned impatiently as his partner stopped to make sure that the equipment was all reading correctly and everything important was safely accounted for. "These guys can do all that boring technical junk. They're Plumbers, they can handle the Plumber-standard cruisers."

And while it was true that Rook had forgone his Proto-TRUK for a Plumber ship that had an FTL drive, so he didn't have a personal attachment to its state, he didn't see how any of that meant he shouldn't take the ship's well-being seriously. Rook was about to tell Ben as much, but his partner was as impatient as ever and had already opened the bay doors. Knowing how culturally ignorant Ben could be, Rook heaved a sigh of defeat before going after him.

"Must you always be so restless?" Rook asked dryly from Ben's side. He crossed his arms over his chest, waiting for the ramp to finish lowering.

Predictably, Ben didn't seem to notice this little detail. He shot Rook a grin. "You're being overdramatic. When have I ever been impatient?" And without waiting for the ramp to finish descending, Ben jogged out onto the platform. He reached the end of it just as it made contact with the ground and, not missing a beat, threw his arms around the only Petrosapien there who wasn't wearing a Plumber's uniform.

"Ben! Good to see you!" Tetrax greeted. He had a much deeper voice than Rook would have initially guessed. While Petrosapiens were naturally buff, especially the males, Tetrax looked like he worked at it. Compared to him, Ben looked like a faint breeze would blow him over. Not that it stopped Tetrax from hugging the human back. It was a brief embrace, over as soon as it had started. Neither of them seemed comfortable with openly displaying affection.

"Yeah," agreed Ben as he straightened back up. "It's nice to see you when nothing's in peril for once. Oh, right! Tetrax, this is Rook." As soon as his partner descended the platform to stand next to him, Ben grabbed Rook by the arm and yanked him closer. "He's my partner now that Gwen — you remember my cousin — and Kevin are doing their own thing. Rook, meet Tetrax."

Now that he was being addressed, Rook stood up straighter. He gave Tetrax a respectful nod. "It is nice to meet you, Mr. Shard. I am Rook Blonko, of the planet Revonnah. Magister Tennyson assigned me to partner with Ben. I have heard a lot about you from him."

Rook was expecting to leave it at that, but Tetrax instead reached out and grasped his hand. For a moment, he was frozen but then realized that Tetrax was giving him the human handshake greeting. He still didn't understand the concept too well but shook back. Based on the amused grin Ben was giving him though, Rook doubted that he was doing it correctly.

"Of course. Anyone who can keep a handle on Ben has my respect," Tetrax said. That got him a scowl from the human, but there wasn't any malice in it.

The absence of this Petrosapien from Ben's files still left Rook a little suspicious, but he relaxed. Tetrax didn't seem like a bad person and, based on the stories that Ben had told during the flight, he could be trusted at least marginally. Besides, as Tetrax had said, it took a special sort of person to keep Ben from getting himself killed. If nothing else, the two of them would have that in common.

One of the other Petrosapiens from their greeting party stepped forward. He was obviously the one in charge and held himself as though he had already earned their respect. Whereas Tetrax and Ben's Petrosapien form, Diamondhead, were the same shade of mint-cyan, the newcomer was a deep navy. His eyes were an electric lime, somehow managing to be more green than the Omnitrix.

"Welcome to Petropia, Ben Tennyson and Rook Blonko." He spoke with a rough voice that matched his no-nonsense demeanor. "I am Corporal Mantle, the Plumber officer assigned by Magister Argyle to be your escort. Behind me," he waved towards the three Petrosapiens standing at attention, "I have cadets Igneous, Popigai, and Kimberlite. For the seven rotations that you'll be staying on our world, we'll act as your guides, your informants, and your protectors, should the need arise."

As expected, Ben looked confused. Rook knew all of this already, having read the mission briefing they'd been given, but he didn't think that Ben remembered the assignment even being _mentioned_ until they were already leaving.

"But we have Tetrax." Ben pointed to his friend. "Why do we need four bodyguards? I think that I can handle it if a street fight breaks out or something."

Corporal Mantle shook his head. "Tetrax is not a Plumber. Were your visit for leisure purposes, his presence wouldn't be a problem." Somehow, though, the thinly-veiled tone of disgust in Mantle's voice gave off the opposite impression. "This is a Plumber assignment. Magister Tennyson asked that Tetrax be allowed to accompany you, but that's the only exception that we can make. We understand who you are and what you've accomplished, but this is the proper procedure. Magister Argyle was _very_ specific in his orders."

Ben snapped his mouth shut. He didn't look all that pleased, but he knew when a battle was lost. There was no chance in convincing Mantle to forget protocol anymore than there was a possibility of coaxing Rook into using contractions. At least Ben hadn't asked who Magister Argyle was. Showing ignorance of the man in charge of the only Plumber base on Petropia wouldn't have made a good first impression.

"While you're staying on this planet," Mantle continued, "we have only three rules for you, Tennyson, sir, and your partner to follow. The base itself is, of course, fully accessible to either one of you. Within certain parameters. _Igneous_!" He snapped his head around so suddenly that a bit of peranite splintered off of his neck. "What's rule number one?"

The young Petrosapien soldier stiffened, giving a salute. He was the same shade of blue as Tetrax, though his eyes were the color of candlelight. His lithe body type suggested that he relied more on speed than strength. "While outside of the base, wandering from the group is not permitted, sir! Everyone goes together or they don't go at all! Sir!"

Mantle gave a single nod of his head, turning his attention to the other young male. "Popigai! Rule number two, soldier!"

This cadet was pale lavender, quite a rare shade in Petrosapiens. He was much tenser than Igneous was and had even less muscle on his body. "Curfew is sundown to sunrise, sir! During these times, anyone spotted outside of the base will be immediately apprehended, no exceptions, _sir_!"

"Kimberlite!" Mantle turned to her next. "Rule number three, cadet!"

She seemed anxious but hid it well behind a cool scowl. "Don't go anywhere alone, sir! Even in secure locations, no one is permitted anywhere without an escort! No exceptions, sir!" Unlike her fellow cadets, Kimberlite looked battle ready. There was a certain gleam in her eyes and she was built like she could crush a mountain. Her body was a deep shade of jade, and with it came the impression that she was larger than life.

Throughout this exchange, Ben watched with a faint smile on his face, like he was remembering something that he thought fondly of. His expression quickly grew neutral again as Mantle turned back to them.

"You should know that Petropia has very strict laws. There will be no exceptions or leniency, not even for _the_ Ben 10." His eyes narrowed. Oddly enough, Rook thought that there was a bit of admiration in those eyes as the Corporal stared hard at Ben. But he couldn't imagine why Mantle would be so cold if he respected the human. "Is that clear?"

The corner of Ben's mouth quirked up in a half-smirk. "Crystal," he replied with a nod.

Mantle stared for a moment longer, not understanding the human phrase, before finally deciding that it was an affirmative and giving a nod of his own. Briefly, Rook noticed Tetrax shoot Ben an amused look. "Excellent. Please, follow me. I'll show you where the two of you will be sleeping for the remainder of your stay."

They started off after him. Rook noticed the three cadets moving to flank them but put it out of his mind. Ben didn't seem the least bit bothered by the shadowing. In fact, he had already moved on and was talking animatedly.

"So much has changed since I last saw you, Tetrax. It's only been a year, but I don't know where to start." Ben was eager to try though, sneaking glances to gauge Tetrax's reaction as he began listing things off on his fingers. "I stopped an Incursean invasion of Earth, finished a Time War, went back to the beginning of time and got to see the universe being created, mastered full-control of Alien X—"

"Yes, I saw the trial for that," Tetrax added. He didn't look impressed so much as he did entertained, watching Ben prattle on with something akin to fondness. The other Petrosapiens, Rook noticed, looked increasingly awed and doubtful as Ben continued.

All of this went without the human's notice. "—and I met up with a bunch of alternate mes to fight evil versions of myself and Vilgax in another dimension, got a Ph.D. from college, freed a bunch of slaves that an alternate Ben had working for him, and held the Big Bang in my actual, literal hands, and I—"

Ben stopped talking when Tetrax chuckled. He stopped walking, and as he did, the entire group was forced to as well.

"All of that, huh? It's hard to believe that you're the same child who couldn't plan through a fight beyond throwing the hardest punches." Tetrax placed a hand on Ben's head, ruffling his hair much to the chagrin of the teenager.

Huffing, Ben flattened his hair back down and stood up straight again. "I've come a long way since—" He caught Rook's gaze, smiling faintly. "And, well, y'know… I've had some pretty great partners. I couldn't've stopped the Highbreed invasion way back when without Gwen and Kevin, and I wouldn't've been able to make sure the universe got created without Rook's help."

There was a knowing look on Tetrax's face as he and Rook shared a glance. Whatever the Petrosapien saw, it must have been satisfactory, because he nodded. "I can see that. Your partner must be remarkable if all of your stories are true. But slow down, Ben. We have plenty of time to catch up. Now, what's this about a Time War?"

So Ben began to describe it to him.

There were moments that Rook would have to fill in, either because Ben wasn't sure how to broach a topic so complex or because the logistics of it were so confusing that they _still_ barely understood what happened. Mostly though, Ben carried the story by himself while Rook memorized what he could of the Plumber base. In was enormous, easily three times bigger than Earth's base. The outside was deceitfully small — most of the structure was contained beneath the planet's diamond-hard surface.

"—couldn't stop Maltruant from putting his body back together. He disappeared with himself intact, but then I got contacted by this time traveling friend of mine, Spanner, and he sent me twenty years in the future to fight Maltruant with my future self. He was getting away, so me and Rook got in our Time Cycles and Professor Paradox—" Ben was cut off when, in front of them, Mantle stopped walking.

The Corporal pulled a Plumber's badge from his utility belt, holding it up to a scanner. The door next to it slid open with a smooth whir, revealing sparsely decorated sleeping quarters. "The scanners in the base will recognize the Omnitrix," he added, turning to Rook and Ben. "This is where the two of you will retire to every night. Curfew is sundown. You can still wander the base if one of us is with you, but otherwise, it's expected that you'll stay in your quarters. Under no circumstances are you to go outside. Understand?"

The room itself wasn't that big. It had space for them to set their bags (which had been left on the ship in Ben's rush), a mirror along the far wall, a steel chair, and two beds. The walls and floor and ceiling were, of course, peranite. The beds were too, though blankets and pillows had been added as an accommodation for the non-silicon based life forms.

With a frown on his face, Ben pretended to study it for a moment before shooting Mantle a thumbs up. "Got it. So, when do we move on to the exciting things?"

"Ben," Rook sighed, cutting off a frustrated-looking Mantle, "this is a serious assignment. It will not be as exciting as what we are used to dealing with while on patrol."

Unphased, Ben grinned. The flicker of doubt that crossed his face just a second before that was gone as easily as flipping a switch. To someone who hadn't been paying attention, the slip would have been entirely unnoticeable.

"Psh, don't be such a downer, Rook! We're protecting people. That's _always_ exciting, right?" Still, there was a touch more seriousness to Ben's face when he turned back to Mantle. "So now that the tour's out of the way, we get to see the city, right? I didn't get to sightsee much the last time I was here."

Evidently, Mantle had decided that being incensed wasn't worth the effort. He sighed, giving a stiff nod. "Of course. Over the seven days that you'll be staying here, you'll be seeing seven cities. Today, we'll be showing you our capital city, Petra." His voice was aglow with pride at the mention of it.

A smirk came to Ben's face. "Not much for names, huh?" He leaned over, muttering directly to Tetrax.

The Petrosapien snorted, corners of his mouth turning up into a faint smile. He nodded his agreement, replying so quietly that even Rook couldn't hear it. But it made Ben chuckle, and the two shuffled forward after the retreating Plumbers.

Rook paused, watching their backs for a long moment. _Something_ about Tetrax was making his stomach churn. He didn't trust the warrior, as much as he wanted to. Of all the things that Rook had learned since becoming a Plumber, being comfortable with trusting his gut instinct had been one of the most valuable. He may not have been able to put his finger on the reason _why_ or even have any evidence to justify his feelings, but something about Tetrax was _off_. Rook wouldn't say anything for now, out of respect for Ben's friend and what he had done to save the universe, but he kept a wary eye on Tetrax as they continued.

The hallway folded through many twists and turns. As confusing as it was, Rook did his best to memorize the path they were taking. Sleep would be necessary eventually and he didn't want to ask Mantle to show them to the room a second time. He was so focused on this self-designated task that Rook didn't notice anything changing until Ben let out a gasp.

Automatically, Rook was on edge. He found himself relaxing almost immediately though, and was thankful for being towards the back of the group. No one had seen his hands twitch for the Proto-Tool slung over his shoulder. Rook bit back a curse of annoyance. This was a serious job, yes, but not a _dangerous_ one. A year of being Ben's partner had gotten to him more than he initially thought.

Rather than an enemy trying to kill them for one reason or another, what had made Ben gasp was merely the glittering sky bridge they found themselves in.

Like everything else, it was made of peranite. But instead of the harsh angles and factory smooth walls that designated the main base, the bridge was more of a tunnel. The top arched high over their heads, closing up a wide platform that extended from the side of the Plumbers' base for almost a mile, slowly sinking into the surface of the planet. Rook could see why Ben had been impressed. It was a marvel of innovation. Even without the impressive ingenuity, the way that the white sunlight caught on the thin crystal and made the air itself glow had Rook staring for longer than he wanted to admit.

The sky bridge was decently full of other Petrosapiens, as well. All of them were in Plumber uniforms and all of them stared at their little group. Not all of the stares felt friendly, but Rook had been living among humans for so long and had gotten so accustomed to their open expressions that he had trouble figuring out what these strangers were thinking. He tried to put it out of mind. Their opinions, though insightful, were ultimately irrelevant. More pertinent, Rook was curious as to what the Petrosapiens had to be mad about. Mantle hadn't seen very pleased with Ben either, but if the story that Rook had heard was true, then hadn't the human restored their planet and all of them to life? Maybe Ben's ego was rubbing off on him, but Rook was wondering why these people weren't worshipping the ground where Ben walked. That would_ at least_ make more sense than some of the glares sent their way.

"This bridge leads us out directly to Petra," Mantle informed the group as they walked. "It was one of the first things to be constructed after our planet was revived. Peranite is a notoriously difficult material to work with, but over the eons, the people of Petropia have become masters in the craft. It's the perfect building material — lightweight and sturdy, but flexible enough that we've never wanted for the steel machinations of other civilizations," he said, puffing his chest up proudly. The sight reminded Rook a bit of a strutting bird.

"It's been quite the time saver," one of the cadets, Popigai, added in. "Petra is by far our largest and most profitable city. Since the successful installation of the bridge, time spent walking between the city and the base has been reduced by forty-six percent." He paused, then continued, "I was on the design team for one of the models, as it so happens."

"Woah, really?" Ben looked genuinely interested, catching Popigai off-guard. Nervous, the cadet nodded and tried to return to their professional silence, but Ben didn't seem to notice. "How come they didn't end up going with your design, then? I didn't think that bridges of diamond would need to be picky."

Any hope of maintaining the quiet was instantly lost. "Oh, not at all, sir," Popigai said eagerly. "Peranite is a wonderful material, but melding it together well enough to hold up a mile of bridge is more complex than _actual_ rocket science. My team's design failed because we mistakenly tried to build a bridge like any other room. As it turns out, the rounded tunnel made for a more aerodynamic and balanced final product."

"It is indeed marvelous," Rook commented, looking over his head. "How did the design team manage to make the walls and ceiling so thin while retaining the necessary stability from the elements?"

And that was how the next fifteen minutes passed by talking about bridge construction. Of all the times for Ben to pay attention to something besides the Omnitrix, it _had_ to be about diamond-hard bridges. Rook silently prayed to Brallada that his partner might actually retain some of this information. Understanding the basics of engineering and mechanics certainly couldn't do any harm.

Unfortunately, everyone else in the group seemed about ready to bash their heads in by the time their party of seven left the bridge. The conversation had shifted to an argument on the laws of physics (Ben didn't quite grasp why the planet's size would affect how bridges had to be built) when it suddenly went quiet.

Rook felt the same. The sky bridge had been impressive to be sure, but he was officially speechless as he looked at what lay ahead of him.

Following the gentle, downward slope that had brought them in the base of the mountain and deeper still, there was a Plumber check-point. Badges were scanned and people were waved on ahead as their credentials checked out. It was all pretty typical, but that wasn't what had caught the attention of the two off-worlders.

The mountain had been hollowed. _How_, Rook couldn't fathom, but he didn't need to understand to stare with big eyes and a loose jaw. Light entered the cavern from the weak places in the peranite dome above them, making the entire, sprawling city light up like the night sky. The buildings reflected that light in turn, until not an inch of the metropolis was still in the dark. It must have taken months of non-stop labor to get results like this. Homes and shops jutted out from the ground like they had grown there, twisting in elaborate swirls and spirals to defy gravity. The taller buildings nearly brushed the edge of the dome. It looked like a paradise. Wide streets were bustling with crystalline people. There wasn't a hint of trash in sight. Fluorescent moss had been grown in purposeful patches to light up the streets when night fell. Even from their vantage point overlooking the enormous underground city, Rook could hear laughter and voices floating up to greet his ears.

He didn't realize that he was smiling until he looked over at Ben and noticed the identical grin on his partner's face. They locked eyes for a moment, but there wasn't a way to describe what they were feeling. There was nothing that either of them had experienced that could compare to this.

"All of this… was constructed in the past year?" Rook asked weakly. He didn't need to turn to see Mantle's smug look. The sound of cracking told him that Popigai had nodded. With a joking smile, Rook directed his next words at Ben. "I doubt that we will be needing to return to check on Petropia once this week is completed. This is…"

"Amazing," Ben finished for him. The human was back to bouncing on the balls of his feet, visibly having to restrain himself from grabbing Rook and tearing off into the city. "C'mon. I brought this planet back, and I wanna see some of what they've accomplished."

Tetrax chuckled, clapping a hand on Ben's shoulder. The force of the gesture almost sent the boy sprawling, though Tetrax didn't seem to notice. He was swelling with pride as he looked out over Petra. "Not all of our cities are this impressive, but your Revonnahgander partner has a point, Ben. After this, your next visits should only need to be for leisure. We've come a long way in a year. A very long way."

There was that gut feeling again — the sensation that Rook was missing something. He had noticed the hint in Tetrax's statement and the way that Mantle's face tightened just a fraction. Rook almost asked about it, but before he could, Ben grabbed him by the wrist and pulled hard. Surprised, Rook stumbled forward, being dragged along by his friend. Evidently, patience still wasn't Ben's strong suit.

"Do you think we could ever get Undertown to be this sparkly?" Ben yammered on excitedly. "I wish I had seen this stuff the last time I was here. Look at all of this, Rook! Can you believe that this place used to be _covered _in cities like this? Do you think that they have smoothies somewhere down there?"

And Rook could have very easily pulled himself free of Ben's grip. He should have reminded his partner of how serious this was supposed to be. But the excitement was contagious and Rook didn't have the heart to spoil Ben's good mood on their first day here. He put thoughts of unease and guarded looks out of his head, and instead indulged Ben's fantasy of crystal-looking smoothies.

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**A/N: Obligatory world-building chapter. I've got to set the scene, you know? The next chapter will pick up.**

**Those who have read my rare multi-chapter works before know that I like to name chapters with a theme. Usually, it's song titles or lyrics, but for this fic, I'm going to be using common idioms in the English language.**

**(Including the title of this fic. For those that want to look it up, the source of that idiom has some, uh, _interesting_ implications in terms of foreshadowing.)**

**If you aren't sure what one of the chapter titles mean, you should look it up. And if you aren't sure how it ties into the chapter, just drop a comment. I'm the kind of AP English nerd who gets excited about language devices, so I'd love to talk about it.**

**Either way, it might be fun to learn something about idioms. The next chapter title will always be listed here, in the bottom author notes, and they can serve as a subtle way to tell you guys what's coming next. So that's something to get hyped for. Updates will happen weekly, every Sunday. Unless I forget. Which I inevitably will, at some point.**

**Chapter Two: **_**The Devil's in the Details**_


	2. The Devil's in the Details

**A/N: Remember when I said that updates would be regular? Yeah, I lied. But I **_**am **_**updating, so you've still got that. I know the endgame for this fic (more or less) and I know all of the pieces that have yet to come into play, but since I've yet to actually write it all out, you'll have to work with my sluggishly slow schedule. **

**I'd guesstimate an update about four–two times a month, with four being generous. Probably more towards three once school lets out and I've got the summer to sit on my ass and work on this (I am avoiding so many projects right now, my GPA is crying). Still, updates will **_**always **_**be on Sunday. In the meantime, keep letting me know what you guys think! It really helps get the writing flowing. **

**Anyway, hope you all are ready for more world-building. Because that's pretty much all that this fic is going to be.**

* * *

Something was going on.

Ben paid more attention than people often gave him credit for. He knew that things were being hidden from him, that details were being carefully left out and keywords were substituted for kinder approximants, but he couldn't put his finger on what it was. Not yet.

It was a little concerning, sure, but on the flip side, why should he panic about something he couldn't control? His little entourage was under strict instruction not to let him out of their sights and he doubted that demanding answers would get him anything other than carefully blank looks. So instead of getting all stressed and tense like Rook was, Ben grinned and pulled his partner towards the first food-looking stand that he saw. Might as well spend their time on something enjoyable, right?

"Wow," came Rook's stunned voice from Ben's side. "That is certainly… _wow_."

_'Wow' _was a really good word for what they were looking at. Ben wasn't sure what Petrosapiens ate, but what he was looking at implied that, whatever it was, it wasn't actually _food_. As far as he could tell, the food booth was being peddled as human cuisine, but Ben didn't recognize half of the ingredients being flash-fried in front of the amazed group of waiting customers. He grimaced when the chef cracked open an egg twice the size of an ostriches' and dumped only the shells into the simmering, bubbling mess on the griddle. What looked like blood was oozing all over the counter. And were those crystals glittering in that undercooked pile?

Slowly, Ben nodded. "Wow," he agreed.

Heavy footsteps announced Tetrax's approach, though the firm hand that clapped down on Ben's back did the job too. "This used to be my favorite type of food. Of course, then I actually visited Earth, and now it feels tacky," Tetrax said. There was a hint of nostalgia in his voice and a chuckle that he was holding back. "Petrosapiens don't eat or process food the same that humans do, Ben. We get our energy from minerals found in the ground. It's what lets our bodies grow as strong as they do. Petropia is a beautiful planet, but fertile land for growing is all but impossible." He paused. "Of course, since we set up trade with the galactic market, it's been hard to resist putting our minerals in with off-world food. We don't have taste buds, but the difference in texture makes eating a much more enjoyable exercise."

Vaguely interested, Ben rubbed his jaw with curiosity. "So that's why everything tastes like dirt when I'm Diamondhead…" he muttered.

The others caught up quickly and both Rook and Ben were mildly disgusted to see Igneous getting in line for the off-world food fusion. "If you'd like something to eat without bits of rock in it," Popigai said as he came to stand at their side, "you should wait until we get back to the base. Special preparations were made ahead of time to keep you both well-fed. From what I can tell, ingesting minerals like this is poisonous for non-silicon-based lifeforms. Fascinating, isn't it?"

"I think that the word you're looking for is, "disturbing,"" Kimberlite cut in. She scowled, elbowing Popigai in the gut. He did a good job of pretending that it hadn't hurt. "Stop freaking out the off-worlders and focus on your job for once, would you? This isn't a social party."

Ben probably would have snarked back to that, but his attention was caught by the exchange taking place between Igneous and the food vendor. He watched for a moment before nudging Tetrax to get his notice. "What do you guys use for money? That looks like a credit card." He gestured to the small, metallic square that Igneous was exchanging for his food.

Instead of Tetrax, Rook was the one who answered. His interjection was almost deliberate, but Ben chose to ignore it. "Petrosapien economics revolved around trade and barter for much of their history, Ben. Once accessing the stars, money meant little to them. Their bodies and planet are made out of a material second only to taydenite in terms of versatility, durability, and value."

Tetrax nodded in agreement. If he had noticed Rook's hostility, he chose not to mention it. "Like your partner said, Ben. Petrosapiens have no need for money. We don't trade anymore, but we use something of a social credit system. See, watch." He pointed to the food vending station, where Ben watched as Igneous' card was plugged into a dinky-looking machine.

Alien numbers flashed on the card, displayed in a holographic red before ticking down a few. What Ben assumed to be the vendor's card was plugged into the machine on the opposite side and it lit up green before counting up in the exchanged amount. He noticed that Igneous had several more digits in his number than the vendor did. Regardless, the exchange was complete. Igneous took his card and his food and the next person in line moved forward.

"Social credit system?" Ben repeated, looking up at Tetrax partly to avoid staring at what Igneous was currently shoving in his mouth. "So… what? Those numbers are, like, a ranking?"

This time, Mantle was the one to cut in. He scoffed. "It's not "_like_" a ranking. It _is _a ranking. Credit is earned through work and favors. Certain benefits and privileges are given to those with high enough scores. Only the King has permission to view all of them, of course, but the numbers are always changing. The most influential man on Petropia may be dirt-poor tomorrow. Credit can be taken by the King for any reason and Plumber officers are allowed to make deductions if a crime is committed."

There was a lot to dissect there. Ben wasn't stupid enough to start arguing economic policy with someone who didn't even like him. Not that he really knew what was bothering him about the idea of Credit, only that it left a foul taste in his mouth. Instead of voicing that thought, Ben latched onto the other part of that explanation, which he found infinitely more interesting.

"You have a King? I didn't know that Petropia was a monarchy," Ben remarked.

"Close," Tetrax answered before Rook got the chance. "Our King is elected through combat. Petrosapiens are, first and foremost, a warrior species. We tend to leave the smarts to privately funded researchers and, of course, the Plumbers. Once a year, we have a conquest tournament. The King can be challenged by any citizen of the planet. No weapons or modifications are allowed in the fight. Some years, the fighting lasts weeks until the competitors stop coming." He chuckled at some long-faded memory. "I challenged the King myself, once in my youth. I was defeated in under a minute."

Now _that _sounded much cooler than economics and forms of government. Ben started to ask for details, but Rook had other ideas.

"The King is not the only authority on Petropia. There are two councils that advise the current ruler," Rook explained. "The High Council made up of fifteen individuals hand-selected by the King, and the Low Council, with an equal number of representatives, nominated and elected for the position by the general public."

"An exceptionally high Credit score is needed for the possibility of coming to that position," Tetrax added in. "The higher one's Credit score, the more points their vote is worth."

There was that "this is so wrong" feeling again. Ben frowned but said nothing.

Thankfully, the conversation quickly died out. Apparently, Petrosapiens ate very quickly. It looked like Igneous had left that vendor with several pounds of food, but barely a few minutes had passed and he had already finished all of it.

"Well, now that you're ready to continue…" Though Mantle shot Igneous an unimpressed glare, he didn't seem too upset. The Corporal had mostly stayed out of the conversation, but hearing the off-worlders learn more about Petropia had sated him somewhat. "Officially, we have our stops for today planned out. We'll be seeing the city's museum and library and colosseum. The day will be closed with dinner at the Plumbers' base for our visitors, with Magister Argyle overseeing. Meeting the King has had to be pushed back to your last day here. He has a very busy schedule, obviously, and the palace is far from here." He gestured down the street, lined with similar vendors to the first, and started off. "We'll start with the Library of Petra."

Following his directions, the group started off. Ben couldn't help but be tense, eyeing the Plumbers around him with unease.

"Is it just me," he leaned up to whisper to Rook, "or does this feel more like an execution march than an escort?" And it was hard not to make that comparison.

Four Plumbers meant there was an armed guard in each direction. When they walked, Ben and Rook and Tetrax remained safely in the center, separated from the people they passed. Rather than looking pleased to see law enforcement, Ben was taken aback to see people avoiding his stare and some even looking angry. Maybe things would be less tense if their Petrosapien protectors would put their blasters away and relax, instead of treating every person they passed like they were already criminals.

"I have also noticed this," Rook answered back, keeping his voice down. "I am sure that they are only trying to perform to their absolute best. This visit is very serious, Ben. Our report will strongly influence the assistance that they receive from the Magistrata going forward." Even as he said it though, Rook didn't seem convinced. He felt the anticipation in the air, too.

The only problem was, Ben didn't know what he was supposed to be anticipating.

Thankfully, Tetrax was acting normally. He treated the Plumbers like they were invisible, which made it a lot easier for Ben to actually enjoy himself. They carried on a casual conversation during their walk to the library. Even though Ben hadn't been given a real reason to distrust his entourage, he made sure to keep his talk with Tetrax limited to the bare minimum. He skirted over important details and names, letting Rook fill in the obvious blanks of his stories with half-truths and hand-waves.

He wondered if Tetrax knew what was going on. Could he tell that Ben was avoiding things on purpose? Surely he couldn't be in the dark about this unease — Tetrax had been a mercenary, after all. He couldn't turn a blind eye to something so obvious.

But Tetrax gave no indication that anything was wrong. He was perfectly at ease and relaxed as they carried on like old friends on their way to the first stop.

And, big surprise; the library was boring. They didn't spend long there. Ben wasted time admiring the crystal interior, which was easily the most impressive part of the stop. Even then, he was just about bored to tears. The library was huge, as expected, but the etched tablets of peranite were few and far between. As Mantle explained to them again, all old records had been lost when the planet was destroyed. The written works that they had were only a year old at the most and though there were legions of Petrosapiens working to recount and record their lost stories, their species wasn't one for books. It was a slow going process.

At the very least, _Rook _was entertained. He and Popigai chatted animatedly about the most efficient way to write in peranite and the pros and cons of importing paper so that Petropia could begin making books. And that inevitably lead to a discussion on the merits of books over carved tablets in the first place, at which point Ben chose to tune them out to spare his sanity.

When they eventually left the library, Ben was dreading the next stop. A museum was like a library for things that weren't books. With his luck, they would be spending even longer there. The colosseum was last and it couldn't come soon enough. He felt like he was going to pass out from boredom. Not even talking to Tetrax helped, because Rook had yet to stop chatting with Popigai since they left the library. Their conversation about the history of written language on other planets became an insistent buzzing in Ben's mind — a white noise that sucked enjoyment straight from the air.

It was enough to drive a person crazy.

By the time they reached the museum, Ben was actually glad to see it. If Rook _had _to have his nerd-talk, hopefully the museum could inspire a topic that was at least interesting enough to be tolerable.

Like the library, the museum was an enormous building with intricate and surprisingly delicate detailing. Ben wasn't one for architecture, but even _he _had to appreciate the craftsmanship at play. It seemed impossible that they had constructed it in a year, but then again, it was probably easy when you could control the building material with your mind.

What separated the library and the museum for Ben was the number of people around. He got the feeling that the library hadn't been a public one. It was too regal and imposing for them to let just _anyone _in. And, it had only had one door.

The museum wasn't like that. It had several entrances, each with a setup that looked similar to a toll booth back on Earth. Ben counted five doors. Above each of them was a screen that displayed symbols that he had come to recognize as numbers. Ben didn't understand the purpose of them at first until he noticed people stepping up to the tolls and handing over their Credit cards. His expression darkened. The line on the far left was completely open, whereas the one on the far right was packed full of people trying to get into the museum. Even after scanning their Credit, those on the right had to be patted down and scanned thoroughly before being permitted to enter. If Ben had been close enough to check, he wouldn't have been surprised to see a hefty fee, too.

"We're on this side," Mantle said, leading the group over towards the left. Then, abruptly, he stopped and faced them. There was a crude sort of smile on his face. "Tetrax, you—"

"—will show Ben and Rook to the alternate security," Tetrax finished for him. "They won't be able to get in that way without a Credit score." His eyes narrowed as if daring Mantle to say something else.

The Corporal glanced between Ben and Rook before giving a stiff nod. "Kimberlite will go with you. The three of us will meet you inside when you're finished." He nodded for the cadet to step forward, gesturing for the other two to follow him before turning to walk towards the entrance gates. Still, despite his agreement, he didn't let his eyes leave their splinter group for more than a few seconds at a time.

"What was that about?" Ben asked Tetrax once Mantle was out of earshot.

He never got his answer. "No time for stupid questions," Kimberlite cut in, her scowl almost as sharp as the Corporal's. "Security the long way always takes more time, and we have a schedule to keep. We'll be over there."

She pointed to the right side of the building. Alien letters were carved into the wall above a large arrow. Ben couldn't read whatever the Petrosapiens called their weird-looking language, but he was relieved to see that at least pointing was universal.

They followed her directions. Around the building, there wasn't a gate like the first few. Instead, a bored-looking museum employee leaned up against the wall. When she saw them, she straightened up but didn't make any effort to look invested. There was a door next to her, only distinguishable from the rest of the peranite wall by a heavy handle. Above that, there was yet more lettering. Ben filtered it out.

"Welcome to the _Tinto Argyle Museum of Petropian History and Culture_," the museum employee said with a forced smile. She started to continue her little spiel but was cut off.

"Tinto Argyle?" Ben repeated. "What, is it named after the Magister?"

The employee blinked like she had never heard such a stupid question in her life. Slowly, as if talking to a child, she nodded. "Yes," she said evenly. "He has donated a lot of money to the museum recently. It was renamed in his honor. Are there any more questions?" This was said with such sarcasm that no one dared to say anything more.

Once again, the employee fixed a clipped smile to her face. "Two of you are off-worlders, so our security is going to be a little more thorough. If your species has an abnormal reaction to z-bosons, has more than five obscene orifices, or possesses any natural magnetism, please let me know now." She waited, glancing between Ben and Rook, before giving a nod. "Good. I wasn't in the mood for that."

She pointed to Tetrax first, opening the heavy-looking crystalline door. Beyond its threshold was nothing but blackness. "You first, sir. Cadet, I assume that you're going last?" The look that she gave Kimberlite was nothing short of disgusted.

If the agent noticed this, she said nothing. She only nodded, crossing her arms and waiting patiently for the procedure to continue.

The employee sneered as if offended by this reaction, before turning her attention back to Tetrax. She didn't seem overly fond of him either, merely jerking her head for him to continue while avoiding eye-contact. Tetrax stepped into the void without so much as glancing at Ben and the door shut behind him.

Rook and Ben exchanged meaningful looks. They didn't talk — didn't dare to, with the tension emanating from Kimberlite — but their stares communicated the same befuddlement.

There was complete silence for two full minutes. Then, finally, the employee seemed to decide that it was done. There wasn't a blinking light or a ding to tell her so, but she suddenly focused on Rook and gestured him forward. "You next, Revonnahgander. You'll have to set your weapon down once you step inside and collect it as you leave the museum."

This didn't settle well with Rook. He looked to Ben for support, but the human only shrugged as if to say, "_what can you do?" _Rook rolled his eyes, but compliantly took his Proto-Tool from over his shoulder and stepped through the open door.

Ben watched it uneasily. He didn't like the way that Rook and Tetrax had up and vanished. There were no curtains hiding the interior or shadows to indicate that it was simply dimmer inside. It was like they had hit a wall of pure blackness and pushed right through. It swallowed them, not leaving so much as a silhouette for Ben to keep track of.

Again, there was silence. Boredom set in pretty quickly without Rook to share in his confusion. Both Kimberlite and the employee acted like this was all perfectly normal.

Swallowing a yawn, Ben clasped his hands behind his back, turning his head to look at the cadet over his shoulder. "So…" He drawled. "Why did you join the Plumbers, Kim?"

From what little he knew of Kimberlite, Ben wasn't actually expecting an answer. But he figured that getting told to shut up was at least a few seconds of interacting with _someone_. And it would probably still be less annoying than if he started whistling or humming.

"_Why_?" Kimberlite blinked, looking genuinely caught-off-guard. She tried to scowl at him, but it came across as forced and practiced. Her surprise was such that she didn't even seem to notice the nickname that Ben gave her. "I joined to service my planet. That's why everyone joins. Is it _different _on Earth?" The way that she said "different," it was probably supposed to be an insult. Her tone was mocking, her expression guarded and cynical once more.

Flippantly, on a whim, Ben wanted to surprise her again. He wanted her to look confused and unsure over this "hardened warrior" persona she was presenting. He doubted that he could pull it off, but he had a minute or so until Rook finished. A lot could get done in only a minute.

"Not really," he replied, grinning at her as he rocked back and forth on his heels. "I guess people join law enforcement for pretty much the same reasons, no matter what the planet is. I only joined because they made me. I don't get why. I was doing just fine for years without needing Plumber-standard basic training."

There was that surprise again. It was more subdued this time, more under her control, but it was there. Kimberlite dropped her scowl, but the irritation remained. "I know. We read—"

"The chapter and a half about me that the Plumbers require?" Ben guessed. He knew that he was right when she didn't respond, only blinked. "Yeah, Rook filled me in on what they cover. If you ask me, they don't get the _really _important stuff."

In his head, Ben counted down. _Three… two… one… _"What's the important stuff?" Kimberlite asked. She looked as annoyed with herself for asking as she was with him for piquing her interest.

Ben tilted his head to the side, pretending to think about it for a moment. "Things like… you're never going to hold up under pressure if you're always so serious and tense."

The implication took a moment to sink in. He could tell the moment that it did because Kimberlite's jade-colored skin began to glow under her eyes. Ben had never seen a Petrosapien blush before and had to choke back laughter at the sight of it. He was convinced that she was going to strangle him, but then came his timely rescue.

"Human!" The employee had to raise her voice a little more than normal, but there was a pleased look on her face as Ben turned to address her. "You're next. Try not to squirm."

That wasn't reassuring in the slightest.

_But _it was better than staying where he was. Ben quickly put a few feet of distance between himself and Kimberlite, coming to stand right in front of the open door. He squinted into the black portal, hoping to see something, but got nothing for his efforts.

"You know…" Ben turned his head to address the employee. "I don't think that I ever got your name." She was wearing a tag, but it only identified her as a member of the museum staff, not anything else.

She regarded him for a long moment. Ben thought that she would answer, but then, unexpectedly, she placed a hand between his shoulder blades and shoved him hard through the door.

Slipping into that blackness felt like diving into a freezing lake. He shuddered, teeth chattering. It wouldn't have been surprising for him to see his breath puffing up, but he couldn't see anything at all. Ben hadn't heard the door shut, but crossing the threshold seemed to have transported him to another dimension. There was nothing to see or hear or touch. It was so black in the room that Ben couldn't even see the glow of his Omnitrix unless he held it a few inches from his nose. For what felt like an eternity, Ben stood perfectly still and shivered.

He knew that it couldn't have been more than a minute, really, but Ben started to get worried when nothing happened. There were no flashing lights, no scanners, no pat downs… Nothing that Ben was expecting from so-called "security."

Just as he was considering knocking on the door, trying to get someone's attention, Ben's thoughts were interrupted by faint static. He squinted into the darkness, straining to hear, but paranoia kept him from moving his feet. He didn't want to take a step forward and get lost, as ridiculous as it sounded. He was only glad that he had never been claustrophobic or afraid of the dark.

"_Ben Tennyson?_" A male voice sounded, barely louder than a whisper. It had to have come from a speaker, but Ben couldn't pin down a direction. He turned his head on impulse, but there was no change in the nothingness to indicate that the voice existed outside of his head.

In fact, he considered not acknowledging it. This had to be a hallucination or something, right? Ben scowled. If this was security on Petropia, then he was on the first ship back to Earth. He hesitated and, in the end, only chose to answer because he was convinced that the silence would never end otherwise.

"Uh, present." He whispered his answer, though Ben wasn't sure why. He didn't know why they were being quiet, but he didn't want to be the one to break the illusion of isolation.

Thankfully, the silence didn't last nearly as long this time. "_We don't have much time. I must be brief_," the speaker told him. "_The Plumbers on this planet... do not trust them. They are liars. They used to protect these streets. Now, they act like they own them. And they do. The King, the Council, anyone who's anyone — whether they know it or not, everyone on this planet answers to the Plumbers._"

Ben felt his mouth go dry. He knew that some people could let power go to their heads, but he had never expected it from an entire _branch _of law enforcement. After all the unease he had sensed after barely being on Petropia a day, Ben didn't find the story hard to believe. "What can I do to help?" He asked without hesitation.

"_Shh!_" The voice quieted him, and Ben shrank back from its ferocity. "_No one must know that we have spoken. Not a single soul on this planet. We are only trusting you, Tennyson, because you are the only non-Plumber outsider that we've seen in a year, and the only one powerful enough to even stand a chance of helping._"

There was silence again, but Ben didn't break it. He got the feeling that the voice was thinking, so he let the speaker gather the proper words.

His patience paid off. "_Magister Argyle…_" The voice said his name with a hiss, "_start your investigation with him. He orchestrated all of this. Take anything that he tells you with a grain of salt, Tennyson. It may be the difference between victory and the deaths of millions._" And then static filled the speakers and they went dead.

Without thinking, Ben lurched forward, groping blindly in front of himself. Why, he wasn't sure, he only knew that he didn't want the voice to leave. "Hey!" He snapped irritably. "You can't just drop something like that on me and _go_! What did Argyle do? What do you mean by "the deaths of millions"? Come back here and tell me what's _actually_ the problem instead of being so vague and mysterious!"

He was surprised when what felt like a solid wall gave way beneath his searching hands. Ben fell forward in surprise, shuddering as he stumbled through the blackness and into the outside world. To be honest, Ben had completely forgotten that he was supposed to be inside of a security scanner until he opened his eyes, squinting against the brightness, and was caught off-guard to see a normal-looking museum.

In front of him, Rook was scowling, scratching furiously under his Proto-Armor. "A single scanner would suffice," he muttered unhappily. "Is _twelve_ necessary? I will have z-bosons in my fur for the rest of the day."

Ben blinked, his confusion only increasing. Why were he and Tetrax _standing there_ like everything was normal? Didn't they hear the voice? Weren't they _at least_ put off by that suffocating blackness? He had been through security before and _that _wasn't normal.

"There are community showers at the Plumber facility," Tetrax told him, watching with faint amusement. "You'll have time to clean yourself up after dinner."

Biting back a frustrated noise, Ben threw up his hands. "Hey! _You guys_? Aren't you going to talk about what _happened_ in there?" He gestured wildly at the door that had closed behind him. "I mean— What _was _that?"

Rook tilted his head to the side, blinking owlishly. "A security scanner," he answered matter-of-factly. "A very expensive one. Forgive me, Ben, I had forgotten that you have no experience with state-of-the-art scanners. I should have warned you of it ahead of time."

All Ben could do was stare. He looked between Rook and Tetrax — hoping for a sign that he wasn't going crazy, that they had experienced the same thing — but his friends were too at ease to be faking it. There was no indication that they had experienced anything more than Petropian security.

He sighed, slumping in defeat. "It's fine," he told Rook without really feeling it. "I guess I'll know for next time. For now, let's… try to enjoy seeing the museum."

"Really?" Rook arched an eyebrow. "Is that more of your Earth sarcasm?"

Footsteps announced the arrival of Mantle and the other two cadets. Ben didn't need to turn around to know that Kimberlite had finished her security scan, too. The air shifted behind him as she stepped through the door.

Once that happened, Ben gave up trying to talk about what he had been told. If the voice was telling the truth — which, honestly, felt like a fifty-fifty chance at that point — then he couldn't risk talking about it in front of the Plumbers. Did that include Rook, though? He snuck a glance at his partner while they walked. It didn't seem like he had experienced anything out of the ordinary during security. Rook was such an awful liar that Ben didn't think for a moment that he was hiding something, which meant that the voice hadn't addressed him. Of their little group, that only left…

Tetrax. He seemed to be the most trustworthy at the moment, though Ben still felt _wrong _excluding Rook from that list. Even so, Ben wasn't sure that he should mention anything to Tetrax. The voice had told him not to trust the Plumbers, but what about Petrosapiens in general? It wasn't like Tetrax was a Plumber. Ben wasn't sure what to do, and that was the worst part. He wasn't used to not being able to confide in someone on missions. As much as he bragged about it, Ben knew that he wouldn't get half as far on his own as he did with a group. Struggling over who to trust — of his own _teammates _— left a bad taste in his mouth.

The museum was about as boring as Ben was expecting. Again, the number of relics were almost entirely replicas. Those that weren't, were as recent as only a month. It was hard not to feel a little bit uneasy with all the dirty looks sent their way.

Though the museum was beautiful, it was made entirely of peranite. Ben and Rook stuck out like sore thumbs. It felt like every visitor to the museum was watching them — likely because, well, they _were_. Wherever Ben looked, heads would quickly turn the other way and eyes would be averted. Or, sometimes, a particularly brave individual would meet his gaze with a burning glare. The people were angry, obviously, and Ben felt like he should apologize but he didn't know what he had done that was so upsetting.

Add that to the rapidly growing list of things about the planet that he didn't understand.

The rest of the day passed in a hazy blur for Ben. He could remember walking in the museum and absently responding whenever someone spoke directly to him, but the details were lost in his swirling thoughts and the blue-ish glow of peranite. He was starting to get sick of looking at the stuff.

They left the museum — there was a brief delay while Rook was forced to wait the long way for his Proto-Tool until Mantle sighed and flashed his Plumbers' badge — and Ben's memory after that was even fainter. He remembered eating something, though it had no taste and didn't lessen the uncomfortable churning in his stomach. There was no memory at all until, after a few hours must have passed, Rook's hand clapped down on Ben's shoulder.

Startled from his train of thought, Ben jumped nearly a foot, hand twitching to slap down on the Omnitrix. It was a reflex and the only reason that he didn't do it was because he recognized Rook and stopped his fingers inches from the dial pad.

Everyone in their group was staring at him, expressions a mix between bewilderment and annoyance. Ben cleared his throat awkwardly, straightening back up and slipping his hands into the pockets of his hoodie. The Omnitrix core retracted itself automatically. Flustered, he only hoped that he looked more at ease than he felt. "Sorry," Ben said with a sheepish grin. "You, uh, startled me, Rook."

His partner arched an eyebrow. "...yes, I can see that." Thankfully, he went quiet for a minute or two, letting Ben choke back his embarrassed flush while their group continued walking. "Are you alright, Ben? You have been unusually quiet for being so excited earlier. You did not say anything when we went through the colosseum."

Abruptly, Ben whirled to his partner. "_We went to the colosseum _already?" His jaw dropped. That was the _only _thing that Ben had been looking forward to today! He racked his brain for some sort of memory of it, but he couldn't conjure up anything. There was only a blur of peranite and a gap where he had been too busy thinking to pay attention. He groaned, running a hand through his hair. "_Great_. Anyway, sorry for acting so weird lately, Rook. I've just been thinking about some stuff."

That explanation didn't pass for even moment. Rook scoffed. ""Thinking"? Ben, you did not so much as _blink _when we entered that colosseum. You missed a wonderful lecture on the importance of its construction and the role which it plays in Petrosapien culture, from courtship to politics, as well as a fascinating demonstration of traditional fighting techniques." His expression drew tight with concern. "You really do not remember any of that? Is there something wrong?"

Ben's eyes darted over to Corporal Mantle, still walking ahead of them. He hadn't looked back at them once, but he could tell by the gentle tilt of Mantle's head that he was listening. If Rook noticed, he didn't mention it. "Nothing's wrong, Rook," Ben said dismissively. When that didn't pacify his partner, he added, "Look, we can talk plenty about it later. We're supposed to be meeting the Magister, right?"

There was a huff from Tetrax. He had been so quiet that Ben hadn't thought that he was listening. Come to think of it, he had been pretty distant since they visited the museum. "You'll be meeting Magister Argyle, yes," he nodded. "A piece of advice, Ben. Don't go flashing the Omnitrix around him. He's no doubt a respectable Plumber and one of the best overseers this planet has ever had, but he's not a fan of Ben 10."

Again, Ben got an odd feeling in his gut. It was as if the words that had come out of Tetrax's mouth weren't anything like what he was actually saying. He wanted to ask for the truth — demand it, if necessary — but as if he could tell what Ben was thinking, Tetrax narrowed his eyes warningly and looked away. That was the end of the conversation. As frustrating as it felt not knowing anything that was happening, Ben knew that there wasn't anything he could do about it. Not yet.

"Why not? I've never even met the guy," Ben retorted. If they were going to keep pretending that this staged conversation was meaningful, then he might as well keep it going.

They had taken the sky bridge back to the Plumber base. Mantle stopped at the entrance, holding his badge up for the scan. The door slid open, but instead of walking inside, he turned to Ben. "Don't question trivialities like that," he warned. "Magister Argyle is a great man. Whatever his reasonings are in his opinion on you, they are his own. You'd do better to ask him directly, rather than fueling the gossip."

That could have been the end of it, but Ben _always _had to get the last word. "Are you sure about that?" He tilted his head to the side mockingly. "Because it almost feels like those are _your _opinions, too. Do you nod along to everything he says without question? Some leader."

Mantle stiffened, lurching forward and making a move as if to grab Ben. His fingers fell short as Tetrax pulled the human back by his shirt scruff at the same time that Rook stepped three inches to the right. It was so subtle that Ben almost hadn't noticed it happen. But there was no mistaking that determined set to Rook's jaw, his eyes hard as if to say, "_Try it, and see what happens_."

Rook's hand twitched towards his shoulder, where he had his Proto-Tool at the ready, and Mantle followed the little motion with a scowl. He was smart enough to take it for what it was — a warning.

The cadets had automatically gone for their weapons too, but Ben could tell by the looks on their faces that none of them actually wanted to fight. Mantle knew it, too. He wasn't stupid. A four-on-three fight might have seemed good on paper, but when shaky convictions came into play, weak links were a risk. And Mantle couldn't afford that. Not at the moment.

The Corporal forced himself to relax and take a step back. His gaze didn't leave Ben's. The two stared as if they could shake the other's conviction with a single look. Finally, though, Mantle broke eye contact with a snort. "Some _hero_," he shot back.

He snapped his fingers and pointed to Igneous, who was immediately standing at attention. "Get our _guests _to their room. We have a half hour of leisure before dinner. I expect you to remain at their door the entire time. Under no circumstance do you leave your post, cadet. And you—" He pointed to Popagai. "I want you to escort the visitor _respectfully _from the base. See to it that he's all the way through security. Kimberlite, with me."

All three cadets shuffled off to do what they were told. Watching Mantle's retreating figure down the polished peranite hallway of the base, Ben had to bite his tongue. There was so much more that he wanted to say. He hadn't even been on this planet a day and he was more confused that he'd ever been in his life.

"_And that guy's supposed to be a Plumber_?" Ben muttered to himself. If all of the superior officers were this hot-headed and controlling, then he wasn't surprised that someone had asked for his help. Nothing about this was right.

Footsteps. Tetrax stood in front of him, a serious look on his face. As tempting as it was to keep looking at the floor, Ben forced himself to make eye contact. He was waiting for Tetrax to lecture him like Grandpa Max would have — to remind him that Mantle was a commanding officer for the Plumbers and that Ben ought to show more respect.

Instead, Tetrax placed a hand on top of Ben's head and leaned down a bit to meet his eyes directly. "Some hero," he agreed fondly.

That was what he said. But what Ben saw in his eyes was more than an appraisal — it was an encouragement. It was saying that this unease, this _wrongness _that Ben felt when he walked through the subdued streets with his armed entourage, was _substantial_. It meant something. In that instant that their eyes met, Ben understood, and Tetrax knew it. He bit back a smile when he straightened back up. Nothing more was said. They couldn't risk it. All Ben could do was watch his old friend leave down a branching hall with a Plumber mouthpiece at his side.

Ben had made up his mind. As soon as they were somewhere alone, he was telling Rook about his suspicions. This planet was broken, and as he had done a year ago, Ben was going to fix it.

* * *

**A/N: Now that we're getting somewhere in terms of story, the next chapter is going to slow us down. **

**I've got a playlist that I listen to while writing this, and it's so damn edgy, you all've got **_**no idea **_**where this is going****. I just hope that I can make the angsty bits satisfying. Also, if anyone **_**wants **_**the playlist, hit me up, I'm so happy to shove this down your throat. **

**Chapter Three: **_**With a Grain of Salt**_


	3. With a Grain of Salt

**A/N: Update: I've got two of my friends into Ben 10 now, and they're both (kinda) reading this, so I've got proofreaders. **

**Sweet. Let's just cross our fingers and hope that I finish this before my fandom flops and I lose interest in Ben 10 for another year. **

* * *

"Welcome to Petropia. I trust your view of our capital today impressed you?" Magister Argyle spoke with an easy smile. "I've been at the forefront of its reconstruction for a few months now, but I find myself continually in awe when I walk through it. You don't have any concerns, do you?"

Magister Argyle was nothing like Rook was expecting. In his head, he had been picturing a Petrosapien taller than eight feet, more hardened and muscular than even Corporal Mantle. He'd imagined crystalline skin and eyes so dark that the Magister could disappear in the night — as incorporeal and ethereal as mist.

Instead, what Rook got was a Petrosapien a hair or two shorter than Tetrax, built solidly but definitely more accustomed to agility. His skin was a bright mint-lime and his eyes were so golden that they seemed, to Rook, more cheerful than the sun. It was as though the man's entire _body _was in a constant state of smiling. The horror story that Rook had imagined now seemed laughable, face-to-face with the real thing.

It was all very off-putting.

"Uh, yes, it has all been very lovely," Rook managed. He spared a glance over at his partner. Ben looked too stunned to say anything. Clearly, his imagination had gotten the best of him, too. "So far, there has been nothing negative to report at the end of our examination. I do not think that another check will be issued for next year."

Argyle laughed, perplexing Rook with the lightness of the sound. Was this _truly _the head of all Plumber operations on Petropia? "That's good to hear! Us Petrosapiens have always been resilient and we've been working nonstop to return our planet to its former glory." He winked. "But just because it's not _official_, doesn't mean that you two can't visit our little corner of the Milky Way. We're hoping to have regular traveler traffic back to normal within a year or two."

Rook couldn't think of anything to say, so he only nodded. It was obvious that Argyle commanded respect when he entered a room. Petrosapiens were stiff by nature, but each and every Plumber went so rigid in his presence that Rook was convinced their skin was going to start cracking. How the man could be both jovial and intimidating was something that Rook had yet to puzzle out. He wished that he could talk about this with Ben, but he had no way of knowing if his partner was picking up on all the weird undertones this planet gave him. And there was no way to be certain that their conversation wouldn't be monitored.

"But enough about all of that, we have dinner waiting for us," Argyle said as he ushered them forward. Maybe it was Rook's imagination, but he could have sworn that Argyle was avoiding looking at Ben directly.

The Magister stepped in front of them to push open the doors to the dining hall. There was one in every Plumber base — it was a mandatory requirement, useful in the event that the base would be hosting important diplomats or influential guests. Despite that, there were no parameters for how the dining room had to _look_. Each base could decide that for themselves. Upon entering Argyle's dining area, Rook felt his jaw drop.

After wandering Petra all day, Rook really should have been used to the crystal look that clung to every room and every street and every decoration. But even with all that experience under his belt, it was obvious how much effort had been put into making the dining room spectacular. A long table stretched from one end of the room to the next. The tabletop was so thin that it looked more like glass and it was so clean that it would have been able to pass for a hole, if not for the bluish tint of peranite. Each high-back chair was hand made and individualized — sporting everything from spikes to snowflakes to tiny, glittering gems. The ceiling stretched up at least four stories, supporting dozens of small, intricately-carved chandeliers. The same fluorescent moss that covered the underground city were balled up along each bobeche and grew up the walls of the room in delicate swirls. The light made the whole room feel transcendental — like something out of a foreboding dream instead of somewhere that Rook was expected to eat.

He wasn't sure if they would be eating in this room every day of their stay, but Rook _really _hoped so.

Unable to contain his childlike wonder, Ben rushed forward, a look of awe on his face as he gently ran his fingers over the sloping arm of one of the chairs. "_Wow_," he breathed, laughing. "This room is _amazing_. Where do you guys get the money for this? Our base can barely afford decent technicians."

The question went unanswered. Magister Argyle walked towards one of the far ends of the room, gesturing to the two seats on the right side that had plates set in front of them. "Have a seat," he said smoothly. The smile on his face felt too easy. "I can't promise that our chefs will do a good job at cooking human foo but, well, live and learn." Argyle chuckled. "And of course, since you're both here for a job, feel free to ask me anything that may help in your report. I don't know everything, but I'll answer as best I can."

Ben and Rook shared a look. Their silent conversation didn't last long. Both had their eyebrows raised in uncertainty, but after a moment, Ben was the one to shrug and start forward. Doubtfully, though unsure _why_, Rook followed him.

Once they had sat, so did Argyle. It didn't escape Rook's notice that he had chosen the head of the table for himself. For all the smiles and charisma, the Magister felt oddly impersonal. The lack of a plate in front of him spoke volumes. Rook doubted that Ben would get the message, but to Rook, it registered loud and clear. The polite thing to do was to eat the food of the guest's home planet unless there was an issue with poisoning or incompatibility. They had already seen that Petrosapien's could eat human food and could even enjoy it. Argyle's refusal was a blatant insult.

Oblivious to the intense staredown between both aliens, Ben grabbed his delicate plate and held it up to the light. He squinted, grinning at the clear image through the glass-like china. He let out a low whistle, setting it down gently. "Wow, this stuff is amazing. I didn't know that "peranite" or whatever had so many uses. I just thought it was another rock."

There was a pregnant pause, but Argyle was the one to tear his gaze away from Rook's. The smile on his face came as naturally as breathing and was fixed like a mask. "Peranite is one of the most versatile materials in the universe," Argyle replied. He looked around the room as though taking in the details, but Rook knew better. It was to avoid being forced to look at Ben. "It's worth half of what taydenite goes for but still the second most valued material in the galaxy. It can build roads, buildings, windows… even blankets and pillows if it's processed right. It's only found in the Perseus arm of the Milky Way." He smirked faintly. "Impressive for being "just another rock," don't you think?"

The taunt in those words was clear. Ben frowned in confusion, brows creasing the way they did when he was trying to understand something. They were saved having to continue the conversation by a knock on the door opposite of the one they'd entered through. The second door was much smaller and through it, plenty of Petrosapiens came through.

They were certainly built for serving, Rook noticed. Corporal Mantle probably had more muscle on his body than all of them combined. And every last one of them, without fail, avoided looking directly at Argyle as they set the platters down and shuffled back out.

"Okay," Ben said once the last of them had gone. "I give up. What _is _this?"

A patient smile came to Argyle's face like he was talking to a child instead of a hero. "Magister Tennyson provided the recipes and ingredients for your stay here. I was told that they're all Earth recipes — no alien ingredients were used, for your best comfort. They're not unappealing, are they?"

It didn't seem like Ben knew how to answer that. He squirmed under Argyle's waiting stare, turning paler the longer that he looked at the modest spread. And Rook had to admit, even with his limited knowledge of human dishes, this was a bit concerning.

Only three of the six dishes looked semi-edible. There was a noodle plate, but instead of sauce or meat on top, it was crammed with what looked like white blobs of goo. The other acceptable one looked almost like fried crab legs, only they were far too black in color and seemed to be covered in hair. The last plate held hard-boiled eggs, but they were so normal-looking that Rook automatically distrusted them. Was there something stuffed inside of them? It looked too dark to be egg yolk.

The other dishes made Rook's eyes water. Literally. One of the plates seemed to hold rotted cheese and the smell was so bad that Rook could barely keep from having a coughing fit. Were there _maggots _writhing in that cheese? One dish was a soup, and Rook was convinced that those were dead ants floating along the surface. The last one looked like corn cobs covered in blue-black fungus.

Hesitantly, Ben reached forward and grabbed one of the hard-boiled eggs. He held it close to his face, squinting curiously at it. "Do you know what any of these recipes are? I, uh— want to make sure I'm getting the best of Grandpa Max's favorite dishes," he said with a convincing smile.

Argyle raised an eyebrow but chose not to call Ben out on his fib. Instead, he started listing dishes. "If I remember correctly… we have _shirako_, _balut_, crispy tarantulas, _gaeng kai mot daeng_, _huitlacoche_, and _casu marzu_. Do those mean anything to you?" There was a grin on his face — Ben wasn't hiding his disgust very well, and Argyle wasn't even trying to pretend that he didn't enjoy it.

In response, Ben scowled. "Uh, maybe if you gave some of those names in _English_?"

But those concerns were hand-waved with a dismissive upturn of the Magister's nose. "All human languages sound the same to me. If you don't want to eat it, you don't have to."

That was always an option, yes, but Rook could see the exact moment when Ben realized something. The food was going to be like this all week. If they chose not to eat, there was little they could do beyond risking mineral poisoning to eat what was being served to Petrosapiens on the streets. And with no way to pay for that…

They both made a decision at the same time.

At the end of it all, dinner took an hour. What they talked about, Rook was unable to recall. All he remembered was the taste in his mouth when he bit down on one of those hard-boiled eggs and realized that it was a fertilized and still had the partly developed embryo inside. At least the _gaeng kai mot daeng _and the crispy tarantulas hadn't been bad. Though for a while there, Rook thought that Ben was going to throw up after he finally realized what was in the _shirako_.

Frustratingly, Rook didn't think that the dinner had been very productive at all. He had met Magister Argyle, sure, but it only left him more confused than ever about the man. It was obvious that he disliked Ben, but that wasn't a crime. And it wasn't any of Rook's business to start poking his nose around for something as inconsequential as that. On the flipside, however, there was no denying the fear that Argyle inspired by both his men and civilians. He donated large amounts of his own money and had a good sense of humor, but the respect for him was more sinister than just admiration.

Rook wished that he had a way to talk to Ben about all of this. _Privately_.

They had been dismissed by the Magister once it became clear that Ben couldn't stomach another bite — not that either of them ate much, but the odd food could only be kept down in small amounts.

Night was falling. On Petropia, days lasted for about nineteen hours. In a way, Rook was grateful for the short days, but that also meant that he was running on limited time. When the Petrosapiens went to sleep, he and Ben would be locked in their quarters. That left little time to explore freely. Not that they ever could during the day, anyway. Mantle made sure that there was always someone guarding them.

For the moment, their guard was Popigai. Officially, anyway. Rook wouldn't be surprised if one of the many Plumbers still walking the halls were only making the occasional pass by to provide an extra pair of eyes. They were being watched, undoubtedly, so if Rook was going to make a move he would have to do it fast. Their room wasn't far.

The solution came to Rook in the form of steam. He thought at first that _smoke _was filling the corridor, but the moisture clung to his fur and wasn't nearly dark enough to be smoke.

"Steam?" He questioned. "This was not here the last time that we came through."

To his great fortune, Popigai was already on semi-friendly terms with Rook. More importantly, he loved to talk. The cadet didn't hesitate to begin elaborating. "Yes, it must be from the bath. We aren't normally so liberal with the water, but some recruits simply can't help themselves." He shot Rook an apologetic look. "We don't have pores or sweat glands like you mammals, but we still do have to get clean occasionally. Or if we want to relax. This wing of the base has a small bath house for that purpose. We close it and shut it down before sunset, but there are always a few stragglers that let the steam pour out," Popigai said with a good-natured chuckle. "You can use it in the morning with everyone else if you wish, or there are a few around the cities if that's preferable."

They turned a corner, now a few short halls from their room and Rook saw what he had missed the first time through. The steam was coming through a door that had been left wide-open. It was a steam-clogged locker room. A quick glance inside showed that it was empty. A gap in the far wall led into the showers and steam baths, though Rook couldn't hear any running water or signs of life.

It was almost too perfect.

"Wait!" Rook stopped walking, holding out a hand. Curious, Popigai turned to him. "If it is not too much trouble, could we use the showers before we return to our room? Mammals are very… _serious _about hygiene, and I cannot, in good conscience, sleep without at least a quick stop in the showers."

"The _showers_?" Ben whined, making a face. "Look, Rook, I'm all for good hygiene, but considering what passes for _food _here, I don't really think you should take any chances with—"

"I insist." Rook put his hand on Ben's shoulder, squeezing much tighter than necessary. His stare turned severe. "Petrosapiens are not like humans, Ben. Their bodies do not secrete sweat or produce any odor. They also do not get sick, so routine bathing is considered trivial here. There is no need for in-home showers, so all bathhouses on the planet are _public_."

There was one heart-stopping second where Rook thought that his partner wasn't going to get it. Then, miraculously, it clicked. Ben's eyes lit up but he did his best to keep his understanding off of his face, nodding. "Right," he agreed slowly. "So we should bathe at night when most people will be asleep and we can have the showers to ourselves."

The intensity lessened. Rook smiled with relief. "Yes, precisely my point." He turned to Popigai, who had listened to all of this with a faint — but unsuspecting — look of interest. "I am sorry for the inconvenience but, if we may…?"

The cadet frowned, looking between the two of them and the door, then sighed. "Alright, I suppose. But be quick about it. I've never missed curfew and I don't intend to start now."

Rook didn't need an invitation. He grabbed Ben by the wrist, tugging him through the open door. Popigai made a move to start after them, but Rook blocked his way with a polite smile. "We will be fine on our own. You can wait out here," he said.

Sure enough, Popigai scowled at the idea. "You mammals have such odd customs. Can you _really _not wait until morning to do this?"

"Uh…" Ben spoke up from behind Rook. "I'm actually, ah, _really shy_. Yeah. That's it."

Popigai's expression softened in understanding. "Oh, I see. Well, if that's the case, then a few minutes couldn't— Wait. Why are the two of you showering together, then?"

In response, Rook shut the door in his face. It locked automatically, like all doors in the base did, but Rook held his breath as he waited to be sure that Popigai wasn't about to use his Plumber badge to open it. After three seconds passed, he let out a hard sigh and switched the manual lock. That would probably get them a lecture later if someone found out, but if it could buy a few seconds then it would be worth it.

"Okay, great," Ben huffed, crossing his arms. "We're alone. Now what? Did you want to talk about the— _ah_!" His question ended in a shout as Rook suddenly pulled him forward again.

It caused Ben to stumble, but Rook steadied him before he could fall. He didn't let his partner catch his breath though, unceremoniously forcing Ben along after him and towards the shower itself. Rook peeked in at it and, thankfully, his earlier assumption had been right. It was completely empty. Unfortunately, the shower heads were set up a bit like a spray hose. If this shower story was going to be believable, Rook couldn't walk out with soaking armor.

Much to Ben's chagrin, Rook dragged him right back over to the changing area. Ignoring the bewildered look from his partner, Rook pulled on the release for his Proto-Armor. The fortified chest plate and arm guards came off easily under his touch. With only his black, Dyneema bodysuit covering his chest, Rook turned to Ben and raised an eyebrow. "What are you waiting for?" He asked bluntly. "Strip."

To his credit, Ben did a very good job at covering his shock. He froze, jaw twitching, then blinked once, twice, and let out a slow breath. "Excuse me?" He uttered finally. It was like he couldn't believe that what he'd heard came out of Rook's mouth.

Holding back a bite of impatience, Rook settled for rolling his eyes. He bent over, pulling the releases for his armored boots. "This is a shower," he stated matter-of-factly. "How do you expect to get clean when you are still fully dressed? If it makes you feel any better—" Rook jerked his head towards a neat pile of untouched towels by the door, "—you can use as many of _those _as you wish."

Not that it was any of his business, but Rook had noticed that humans largely shared the same attitude towards nudity that Revonnahganders did. Neither species strictly enforced modesty, but certain coverings seemed to be socially expected. And since Rook wasn't the least bit curious about what humans looked like under their synthetic clothes, he had no problem with Ben wanting to wrap a towel around his waist. It was definitely a weird situation, but Rook figured that if he ignored the awkwardness for long enough, it would go away. They had more important things to be worrying about than nudity.

Peeling the Dyneema bodysuit from his body took a while though, and by the time Rook grabbed a towel of his own and turned around, Ben had jumped into motion and already finished up. Rook took a second or two to do a quick once over. Somehow, Ben was even _paler_ and skinny underneath those clothes than he looked normally — an accomplishment, to be sure. Otherwise, there wasn't much of a difference. Any flickering curiosity that Rook may have had was immediately satisfied.

"Okay, great, so now we're all dolled up and ready for a shower." Ben grimaced, visibly unhappy with the situation. He crossed his arms over his chest self-consciously. "Was this _really _necessary? Like, I know it's gotta be realistic, but I _just_ want to tell you about—"

"Yes, absolutely," Rook cut him off with a disinterested huff. "On Earth, it is called "locker room talk," right? Perhaps later. We did not come here to chat."

Was Ben _really _not getting it? This sort of stealth had been taught at the Plumber Academy. Bathrooms and showers were good places to avoid cameras, but that didn't mean that they were free of bugs. At any rate, once Rook got all of those showers going, the noise and steam should protect them from both of those things. Just in case.

As confused and frustrated and annoyed as he was, Ben was kind enough to keep his mouth shut as Rook led the way back over to the showers. He hovered in the open doorway for a moment, unsure as he watched Rook turn every last nozzle on at full heat. If Ben felt bad about how much water they were wasting, he didn't show it. Rook got to the fourth shower before Ben finally understood and began helping from the other side of the room.

Since the showers were set up in a large circle, they met in the middle. By then, steam was gathering rapidly and though he wasn't directly in the spray, Rook already felt uncomfortably water-clogged. Even Ben's unmanageable cowlicks were clinging flat to his skull now, weighed into submission by the moisture in the air. But it was worth it. The plan had worked. The sound of so many showers running was loud enough that Rook could barely hear himself think.

"Alright," Ben sighed with relief. "What's the plan, Rook? Are we going to wait until the end of the week to "_file the proper report_" on how messed up this planet is, or are we gonna contact Grandpa and do it now?"

So, it turned out that Ben _had _been noticing all of the odd things that Rook had. There was no doubt that the city was beautiful and developing at a rapid pace, but there was also something undeniably sinister about it. Rook had partly been hoping that he was being paranoid, but if Ben was on the same page as he was, then it wasn't in his imagination.

"Neither option. Not now," Rook said finally. "We need proof that something is actually wrong, Ben. We have yet to see anything criminal take place." When his partner didn't reply, Rook arched an eyebrow. "Unless there is something you would like to tell me?"

"Uh, well— It wasn't really a _crime_, you know?" Anxious, Ben avoided making eye-contact. "Remember when we went through that security thing for the museum? Yeah, well, I'm pretty sure that it wasn't security for me. This… _voice _talked to me. It told me that something was wrong with the Plumbers and that I shouldn't trust Argyle, especially. That's got to mean something, doesn't it?"

A vague warning from an unidentifiable stranger? Rook frowned. "It is possible," he said slowly. "But we will need to find something more credible and substantial than that. If we could only find a way to sneak off on our own to investigate privately… The cadets on this planet are quite well-trained and the Corporal is determined. It will not be easy."

Ben smirked faintly. After a year of being partners, that expression inspired both apprehension and relief. "Like _anything _we ever do is easy?" He joked. "Look, we've got six more days here until we have to leave. We can scrounge together some sort of plan, right?"

If only everyone could be that determined. Rook hummed thoughtfully. "_Well_… one of the cities on our route is said to be the poorest city on the planet. I have never seen it, but if it follows the human pattern of poor slums, there should be plenty of areas to hide and avenues to slip away. If, for example, I can cause a diversion…"

"Then I can split from the group and question people!" Ben finished with enthusiasm.

Rook nodded, grinning as he caught his partner's infectious excitement. "And if you temporarily disable your Omnitrix, it will be impossible for the Plumbers to track you."

There were concerns, of course. He was a little worried about how Ben would fair in an alien slum without his powers for protection. Petrosapiens were a warrior race primarily, and being able to say that they had defeated Ben 10 in a fight would give someone near-universal bragging rights. But on the flip side, Rook knew already that Ben 10 could get more information from frightened people than a random Revonnahgander. Name recognition was a double-sided sword but given what Rook had seen Ben do over the years, he wasn't too concerned.

Their conversation was cut off by a sharp pounding at the locker room door. Considering how loud the room already was, Rook paled at the idea of how hard that knocking actually was. He was mildly surprised that the door hadn't been broken. Still, it got the message across — they were out of time.

It was a good thing that Ben worked best with as little of a plan as possible.

With the locker room door being forced open, both partners fell to silence. Then, blinking dumbly, Ben turned to Rook. "Should we _actually _take a shower, though?" He asked.

The decision was made for them. No sooner had the question left Ben's lips than the sound of a door being brutally slammed open echoed off of the locker room tiles. Though Rook had never seen a Petrosapien blush (a difficult thing to accomplish without veins), Mantle looked practically purple when he came swinging into the showers. He smelled like heating sulfur, which made it very hard for Rook to not burst out laughing.

Ben, however, had no such reservations. "Can't a guy get some privacy?" He asked, not even bothering to hide his grin. "What's the emergency? A bad guy terrorizing the citizens? An escaping robber? An old lady needs help crossing the street?"

Had it been possible, Mantle's face got hotter still. The drops of water clinging to his head began to sizzle and steam. The effort that it took him to keep from strangling both off-worlders must have been enormous. He forced out a few deep breaths through his clenched teeth before gruffly ordering, "Your quarters. _Now_. No more showers at night. No exceptions."

Before Ben could think to refuse or challenge being ordered around, Rook stepped between them and gave a pacifying nod. "Of course," he agreed. "If you will allow a few minutes for us to dress, we will be happy to retire for the evening."

It must have taken too much for Mantle to formulate words. _Literally _steaming now, he only gave a jerk of his chin before storming out of the room. There would likely be a hole punched through a wall before the night was over, but at least for the moment, they had avoided the storm. Rook could only hope that they would fair so well after the little stunt that they were planning.

All the showers were turned off. The steam was so thick that Rook couldn't see across the room, but with the broken door still wide open, it helped funnel some of the clogged air out. It made getting dressed a bit of a hassle, but Ben gathered up his clothes and took one corner of the room and Rook took the other. Mantle must have said something to the other Plumbers, because no one else came in, though there were obvious murmurs from outside as people whispered to each other.

But when both Rook and Ben had dried off and dressed and left the showers, only Igneous was standing there. Other than him, the hallway was empty. Likely, Popigai had been led away for a lecture. Rook almost felt guilty about it. Almost.

"Finished?" Igneous asked with a smile. He was in high spirits considering the circumstance. "Sorry about that, guys. Mantle's a bit of a hard head. And coming from a Petrosapien, that's saying a _lot_." He snorted. "He'll be over it by morning. C'mon, I should get you back to your quarters so we can all get some shut eye."

"Thanks for understanding," said Ben, relieved, as he fell into stride next to Igneous. "You're a lot more relaxed than the other cadets. How come?"

Igneous shrugged. "Why be tense? All you guys did was shower. I think all of this security is kind of a waste of time. I mean, you two are _infamous _on this planet." He laughed good-naturedly. "If anything, _you _should be the guards," he joked.

Rook raised a brow. "Infamous?" He questioned. "What makes you say that?"

It was like flipping a switch. The lax atmosphere was suctioned out of the hallway as Igneous shifted uncomfortably. He cleared his throat. "...yeah, like I was saying. You two should be more careful with our rules — this isn't Earth. You shouldn't be disobeying Mantle. He's only got your best interests in mind."

Ben slowed his pace so that he could fall back to Rook's side. Neither said anything, but their expressions of confusion were the same. Storming into the shower had all but proven that the Plumbers on this planet didn't want Rook and Ben talking privately. And now this? Rook made a mental note to start writing everything down. What had started as a tingling of unease in his gut was now full-blown suspicion. Something was definitely _wrong _on this planet.

The only morally correct option was to fix it.

* * *

**A/N: If you have a strong stomach, I highly suggest looking up what's actually in those recipes from the dinner scene. Just don't click on any images.**

**(Also, damn, as I'm typing this I'm realizing that I was kind of an ass to Ben this whole chapter. (Unfortunately for him, that's going to be the trend throughout the whole fic.))**

**Sorry that this chapter didn't have much going on otherwise. This is the closest this fic's getting to comedy because it's all downhill from here. Still, this chapter is important to establish some challenges and to lead us into chapter four, where things really pick up. I hope you guys are excited about that one because I definitely am. **

**I've decided to split the fic into Acts, for organizational reasons. Act 1 (this one) will have eight chapters in total, followed by a brief intermission with an outside P.O.V. before we get back to our regularly scheduled program with Ben/Rook. Chapters four and five are finished, barring any editing, so once I've finished with six, seven, eight, and the intermission, I'll start updating again (or, maybe just once six is done, since the next three chapters are all the plot point, they just got so long that it had to be split up). It depends on how I'm feeling). School's winding down for summer break over here in America, so… let's cross our fingers and hope that it happens soon! **

**Chapter Four: **_**Achilles' Heel**_


	4. Achilles' Heel

**A/N: So, it turns out that I'm actually a pretty fast writer. Here you guys go!**

* * *

Decades before, when the Plumbers were still learning how to juggle so many different planets and cultures under one rule of law, the Quota had been one of the most important tasks. It was designated to the most capable and professional of Plumbers. Later, the first human Magistra would rename the Quota to "yearly check," but the meaning stayed. _Technically_, the check happened every thirty-five million point-four seconds (seconds being the most common unit of time across alien cultures). In human terms, that would be about four-hundred days. It wasn't a year, exactly, but the human nickname stuck. The yearly check would be repeated for every planet being monitored by the Plumbers until they were considered stable enough to handle things like politics and economics and interplanetary relations on their own.

Or so it had been explained to Ben.

Most of the lecture went in one ear and out the other because Rook really could talk for _ages _if he wanted to. Ben was pretty sure that it started when he asked _why_, exactly, they were visiting a slum in the first place, but his memories had gone fuzzy with the buzz of Rook's constant chatter.

They had visited a middle-class neighborhood, too. After the splendor of the capital city, Petra, visiting what was essentially a diamond suburb was sort of lackluster. It hadn't been a very enlightening day, though Rook had seemed pleased for the sake of their examination that there was a strong middle class.

According to him, because Petropia was mostly a trade and barter economy, a large and well-off middle class meant that things were going well. And that was great, except that Ben didn't understand why "doing well," meant that the whole area had to be so _boring_. They didn't see one cool thing that day, only more untrusting people that avoided their group and mostly seemed content to keep living their lives, unaffected.

But after the middle class was a trip to see how the lower class was fairing. Rook's lecture had detailed the key points that they were supposed to be checking in on and how it varied from world to world. Mostly, what Ben had done was nod along with the occasional "uh-huh," and daydreamed about going Upgrade to scan for TV transmissions from Earth and maybe catch a Sumo Slammer rerun. The important thing was that he got the gist of what Rook was saying. They were checking the lower class to make sure that they weren't _too _poor.

It seemed like the making of another boring day, but Ben was excited about this one. Rook had given him a nod before they left the Plumber base — barely a jerk of the chin — but it put Ben on edge. If things went well, he would be sneaking away from the group soon.

Finally, some answers.

Hopefully.

The slums, oddly enough, were pretty far out away from Petra. Unlike cities and towns on Earth where all people could settle regardless of income, the three distinct social classes on Petropia each had designated areas where they lived. Again, Ben grimaced in distaste, but he didn't say anything about it.

"We have a Plumber station out there to handle any crimes," Mantle was telling them. It was an hour ride in a Plumber-issued truck to their destination, the city Terces, so he was taking the opportunity to brief Rook and Ben on what to expect. Only one of them was actively listening. "Regardless, the localized branch of our law enforcement often has issues in managing the influx of crime. It's gotten worse over the past few months, despite our best efforts to open more job and education opportunities. I want you _all_," he gave his two cadets a pointed look, "to stay alert. Don't respond to anyone, don't break from the group, and most importantly, _don't go off the schedule_. We have a very exact route we're supposed to take, for optimal review of the city." His gaze slid over to Ben, slumped over against Rook and fiddling with the Omnitrix. "Tennyson!" Mantle barked, annoyed. "You'd better be paying attention. I'm not going to repeat myself."

Uninterested, Ben didn't bother to look up at him. "Good," he retorted. "I was getting pretty tired of listening."

"Ben!" Rook scowled disapprovingly. He shook his arm to get his partner off of him and, begrudgingly, Ben lowered his left hand to sit up straight.

"You think you know what to expect, Tennyson?" Mantle glared hard at him, but Ben's bored expression didn't change. "With an attitude like that, it's hard to believe that you haven't gotten yourself or your partner killed yet. You need to be taking this seriously, or else—"

"Or else _what_?" Ben snapped. "They're _people_! Rock-people, but whatever! You're briefing off like we're about to be dropped into a _warzone_, not a _city_. So, yeah, forgive me if I'm not interested in listening to you talk about these people like they're already criminals, just because of where they live!"

There was a drawn-out moment of silence, then Mantle stalked forward. He leaned in close, his face inches away from Ben's, but the human met his glare head-on and didn't lean away. "Wake up, Tennyson," he said finally, voice low and hard. "This isn't Earth. I'm doing this to keep good, law-abiding people safe. Even the ungrateful ones, like you. And this city we're visiting, it's low-class for a reason. These people _are _criminals, Before you lecture this planet and our laws, maybe you should learn something about it."

Though Ben didn't back down, he faltered. Hesitation flashed in his eyes. Nothing was said, but it didn't matter. An unspoken message had passed between them. Satisfied, Mantle straightened back up and walked away.

"We'll be stopping soon," said Mantle. "If your misguided passion compromises the safety of my cadets, then I don't care how many times you've saved the universe — you can stay in the base for the rest of this stay and your partner can handle the field work. Am I making myself understood?"

It physically pained Ben to acknowledge such a smug and condescending command, but he bit out, "Yeah. Understood." He folded his arms over his chest, slumping in his seat.

Fleetingly, Ben wished that Tetrax was there. But for whatever reason, he had elected to take the passenger seat up front with their driver, Igneous. If Tetrax had been there, he probably would have agreed with Ben and backed him up.

By the time the truck stopped, Ben was still steaming, but at least now he wasn't stuck in a confined place with Mantle. He knew that he didn't have the best track record with authority figures, but the animosity between them was _ridiculous_. The tension got worse almost by the minute, and for the life of him, Ben couldn't figure out where the dislike was stemming from. He wasn't going out of his way to be a jerk — Ben felt that he was responding appropriately to Mantle's antagonism. That only begged the question of why he was being antagonized at all.

If Mantle had an answer to that, he wasn't telling. He ignored Ben, opening the back of the truck and jumping out. He had the four of them remain sitting until he deemed their surroundings safe, gesturing for them to hurry out onto their feet.

Though he didn't agree with Mantle's reasonings, Ben moved quickly anyway. He didn't want to be the one holding them up, and besides, he would be getting on Mantle's nerves plenty in a short while. On the plus side, Tetrax was already waiting by the time Mantle decided that it was fine for them to move around near the truck.

"So, is that the Plumber outpost?" Ben asked as he approached Tetrax. He nodded his head towards the squat peranite building in the near distance.

A modest compound not at all like the main base, it was cylindrically shaped with a few Plumber ships parked outside and a handful of fixed guards who were watching them intently. Personally, Ben felt that this was a pretty underwhelming force if it was supposed to manage a city full of "criminals," but _whatever_. It wasn't _his _planet or anything. That had been made abundantly clear to Ben.

"It is," Tetrax confirmed with a nod. "A recent addition. More of a precaution, so to speak. Petropia has no prisons, but we still need to keep an eye on the…" He searched for the right word, but didn't seem to find a good one, "...the lesser class." The grimace on Tetrax's face spoke volumes about his opinion on _that _term.

Exactly like Ben guessed — they were on the same page. He grinned, but it quickly fell. "Hold on, you guys don't have prisons? Then what do with the really bad criminals? The murderers, and…" Worse. Plenty worse. Ben didn't say it, though. He never liked talking about how cruel people could actually be.

Tetrax seemed to understand that. His expression softened for a moment, the way that Grandpa Max's sometimes did — like he was still seeing a kid struggling to do the right thing instead of a hero who had saved the universe. "Petrosapiens are fighters, Ben," he said finally. "We're incredibly hard to contain in anything resembling a prison. The Plumber base has a few cells made of energy, but to keep someone from breaking out, they mostly utilize…" His expression darkened, looking at something over Ben's shoulder. The human turned as Mantle, close enough to hear them, walked off. If anything weird had happened, Tetrax shrugged it off. "Anyway, it's not important. We send our criminals to Incarcecon, or the worst ones go to the Null Void. This city is mostly filled with nonviolent criminals or first-time offenders. Nothing serious." His eyes narrowed. "That's ever been _proved_, anyway."

Ben raised an eyebrow. "So if that Plumber station is the only form of law around here, what's keeping the criminals in the city at all? Couldn't they easily leave?"

"I'm sure they _could_, but then what?" Tetrax asked with a hapless shrug. "The closest city is still a two day's walk from here, and no Petrosapien is foolhardy enough to take their chances outside of the city limits at night. Leaving wouldn't accomplish anything, anyway. Convicted criminals have their Credit frozen and their card revoked. They would be unable to get a job or buy anything. Here in the city, rations of water and minerals are provided, along with an area to establish a small home. Why would they make things worse on themselves by leaving?"

It was that same phenomenon again — the one were Tetrax said something that he obviously didn't really think and expected Ben to nod along and agree with it. The description of the city sounded almost too good to be true. It was still awful, yes, but Ben wasn't expecting so many accommodations to be made. He frowned. "Well… are the conditions in the city, y'know… _liveable_?"

"See for yourself." It was Kimberlite this time, stepping into their space as though trying to physically cut them off. She scowled, jerking her head to the left. "Terces is right over there."

They were parked on the edge of a cliff that overlooked the city. Unlike the capital, Petra, Terces was built above ground, nestled between two jagged mountain peaks in a shallow valley. It lacked the careful spirals and looming skyscrapers of a wealthy city, with cramped streets crisscrossing a disorganized jumble of square buildings. To Ben, it looked like a bedazzled shantytown. He forcibly quelled his frustration, though. They _were_ kind of far up. Maybe Terces looked less disastrous up close.

"Then what are we waiting for?" Ben asked hotly. "Let's go check it out. Not like we'll see much all the way up here." He started off on the path that led down the sheer cliff face without waiting for permission.

It didn't take long for the others to hurry after him. One perk to being Ben Tennyson — the crowd seemed to follow naturally. Rook's metallic footsteps became distinguishable from the group as he came to stand at Ben's side.

"You should not be wandering off," Rook stated unhappily. He had his Proto-Tool in his hands, holding it as though willing to fire at the slightest provocation. "We were briefed during the ride over here for a reason, Ben. You would do well to listen to the Corporal and be alert."

Ben rolled his eyes dismissively. "What are you, my _mom_? I think I can handle myself _fine_, Rook. I've managed way worse than a Petrosapien who stole an old lady's purse."

That didn't reassure the Revonnahgander in the slightest. It only made Rook's scowl deepen. "The Omnitrix will always make you a target, Ben, no matter how small the criminal. I am only asking that you do not make the rest of the group pay for the poor decisions that you make in a fight. You are not the only person that matters," he stated bitterly.

Gradually, Ben's steps slowed. He seemed to consider this for a long time before fixing Rook with a pointed look. "Look, nobody asked you," he snapped back impatiently. "If you're going to start parroting wherever Mantle says, you might as well hang back there with the rest of his cadets." Crossing his arms, Ben sped back up to hurry past Rook, "accidentally" elbowing his partner when he passed.

A disgusted snort followed. "If that is how you feel," Rook replied stiffly. He started off and Ben turned his head _just _enough to catch the wink that Rook sent his way before joining with the lagging group.

It was a good thing that Rook always had a pen and paper on him. Their supply on Petropia was limited, but paper couldn't be tracked like their badges and they weren't holographic, so they could be angled away from any cameras. It hadn't been easy to flesh out a plan while limited to quick strokes and endless abbreviation, but Ben and Rook both knew what their jobs were. Step one was complete. So, on to the more exciting parts.

With the absence of Ben's partner, Tetrax took the spot next to the human. There was an unimpressed look on his face, but something else behind it. Almost like he was on the edge of a stunning revelation that was barely out of reach.

"You're not going to lecture me about safety too, are you?" Ben asked testily. He didn't have any plan to stage a fake fight with Tetrax, so he had to watch himself to keep from _actually _upsetting his friend, but Ben also couldn't suddenly stop being angry. Mantle's stare was digging holes in the back of his skull with its intensity and Ben couldn't afford to be suspicious.

Tetrax considered his options for a moment. "No," he settled on. "Personally, I think that all of this security, in general, is unnecessary."

It wasn't a surprising revelation, but Ben raised an eyebrow anyway, giving Tetrax a sideways glance. He was still trying to be insolent, after all. "Really? Why's that?" He smirked, holding up his Omnitrix wrist for emphasis. "Because you know I can handle myself, huh?"

That got him an exasperated sigh from the ex-mercenary before he launched into his explanation. "No, that's not it. I don't appreciate the Plumbers treating these people like they're monsters. Criminals, maybe, but coming from personal experience, Ben…" He grimaced. "A few mistakes hardly makes you a bad person. But Terces is a city designed to keep these people subdued and beaten down. Make no mistake, Ben, there's no such thing as a redemption on Petropia. No matter what else the Plumbers will try to tell you."

Ben wasn't sure how to reply to that, so he said nothing. The bitterness caught him off guard, but now that he was thinking about it, what was there to be surprised by? It was all blatantly obvious, but Ben had never stopped to put two-and-two together before. He hesitated, then asked, "Do you live in this city, Tetrax?"

"I live…" His friend trailed off for a moment, eyes darting like he was struggling not to look over his shoulder. "I live wherever," Tetrax offered with a shrug. "But I did grow up here. I was born in Terces. Left as soon as I was able."

Well, _that _was certainly vague. Ben's frown deepened. "Left?" He asked. "I thought you said that there was no way back to the cities on foot. How did you make it?"

"It's not a pleasant memory," said Tetrax. His tone was unyielding, and he gave a dismissive wave of his hand without looking at Ben. It seemed that the story would go unshared. "But for posterity's sake, I'll just say that it wasn't easy. Then again, I always was one of the most ruthless people on this planet."

It was easy for Ben to forget that Tetrax was a reformed criminal. He didn't like to remember it and Tetrax didn't like to remind him. It was hard to imagine someone that he considered an ally and admired as a _bad person_. Uncomfortable now, Ben couldn't help but wonder exactly _what _Tetrax had done before their paths crossed. Had he ever killed someone? Had he… _enjoyed _it?

He would never get the answer to that particular question. Tetrax stopped walking so suddenly that the entire group fumbled and it jarred Ben harshly from his thoughts.

"We're here," Mantle announced calmly, as though he hadn't been as startled as the rest of them a moment ago. "We should get into formation, then. We're entering the city limits." He stepped in front of Ben and Tetrax, eyeing the sign planted in the ground in front of them with distaste.

It was an alien language, but Ben imagined that it said something like, "_Welcome to Terces, best ration water this side of the valley!"_ It was carved of peranite, like everything else, but still somehow managed to look unkempt and rusted.

Wait.

Ben blinked hard and dug his palms into his eyes until he was seeing grey splotches, but when he looked again, the sign was the same. He hadn't been seeing things — the sign really was sporting a thin layer of rust, running from where the base was embedded into the ground and all the way up the side. That was weird enough as it was, except that Ben was also pretty sure that he saw that rust _moving_.

"Uh…" He tapped Tetrax on the arm to get his attention, pointing towards the red tint. "Is that normal here? I didn't think that diamond could rust."

Instead of answering, Tetrax knotted his fist in the back of Ben's shirt and hefted him straight off the ground. The human was so surprised that he went completely limp, not uttering a single protest as he was handled like a sack of flour.

It didn't last long. About fifty feet from the sign, Ben was set right back on his feet. He couldn't help but notice, with some frustration, that _Rook _was allowed to walk. But there were more important things than his partner's mode of transportation.

"For the record," Ben said with a huff, "on my planet, picking me up and moving me _isn't_ an answer to my question. What's the big deal? It's _rust_."

Rook blinked, stunned by Ben's ignorance. He went to answer, but Popigai cut in.

"It's not rust," the cadet said, looking anxious. "It's far worse — a healthy vein of blooming _Congeries sicarius_."

Ben didn't even _try _to pretend that that meant something to him. When his look of frustration didn't fade, Tetrax sighed and took it upon himself to elaborate. "It's a plant, Ben. Most closely related to algae on your world, but it's entirely native to Petropia. The colloquial term is the Red Sleep." He grimaced. "Nasty business… If it's beginning to sprout here, the city may need to be evacuated."

"Correct," Mantle agreed. If he was annoyed about sharing the same train of thought as Tetrax, then he didn't show it. Instead, he pulled out a small, hand-held scanner from his utility belt. When it was turned on, it began beeping in steady metronome. "We'll have to assess how much of it there is. There's a possibility that we'll still be able to cleanse this area before the Sleep is too deeply settled."

Annoyed now, Ben felt his eyebrow twitch involuntarily. He brought his thumb and pointer finger to his lips, blowing hard. He was rewarded with a shrill whistle that made every Petrosapien jump. From experience, Ben knew that they didn't produce any saliva. The sound he made must have been downright _bizarre _to them.

Good. All the better for getting their attention.

"Hey! _Guys_!" He placed his hands on his hips unhappily. "_Some of us _don't have an encyclopedia of knowledge about this planet and its weird algae! Can someone _please _explain why this plant is worth having a freak out over?"

It felt like everyone was holding their breath, waiting to see who would speak first. A beat of silence passed, then Igneous, of all people, stepped towards him. "Here. It's easiest to show you," he said with an uncharacteristically serious frown. Igneous pulled a strap to loosen his gloves, slipping them off easily. Ben had never seen him without a full Plumber suit on, and now he understood why. At the sight of Igneous' hand, he winced involuntarily. The cadet gave a humorless chuckle.

Normally there would have been a healthy hand, the same mint-blue as the rest of his body, but Igneous didn't have that luxury. His hand looked awkwardly underdeveloped, the size of a small child's. The fingers didn't extend to their full lengths, ending in charred, reddened stumps just after the second knuckle. And that was probably the worst part — how red and _rusted _his hand looked. It had the appearance of a third-degree burn on a human, with the skin pink and rubbery-looking. The burn had dug crevices in the body. Had Igneous been a human, his bones would be exposed, or even eaten through, in some places.

It was a struggle not to be sick. Considering what he had been eating recently, Ben was surprised that he kept it down.

"I grew up in a pretty low-class area," Igneous said, flexing his fingers. They made an awful cracking sound, like glass shattering. It didn't look like it hurt, but it made Ben wince. "I was still young when it happened — a sudden spike in the Red Sleep in the area. I knew what it was, but I still…" he sighed, shaking his head before slipping the glove back into place. "Well, the details aren't important. That injury was caused by lightly _touching _the Red Sleep. Areas infected never heal or grow. You've seen how we manipulate our bodies to form different shapes?" He waited for Ben to nod before continuing. "That's impossible after being exposed to the Sleep. It produces a toxin that's perfect for eating away at the peranite that our bodies are made of. It feasts off of the red-tinted slurry that's produced as a result. And the worst part is, it causes no pain. Actually, the opposite. It makes its victims drowsy and warm. That's how it earned the second part of its name. Thousands of years ago, before we knew what it was, we would find puddles of half-dissolved people who fell asleep in the process of being eaten alive."

A shudder ran down Ben's spine. "Wow. That's… _awful_."

Tetrax nodded his agreement, eyeing the infected sign with disgust. "Yes. But it's highly susceptible to fire. It prefers a wet, cool environment to populate itself. I'm sure the Plumbers can have a fire brigade in here soon enough." He sent a pointed glance towards Mantle, as though daring him to disagree.

"If fire's the solution," Ben cut in before Mantle to argue back, "then I can handle this right now." He held up the Omnitrix for emphasis. There was probably a clause in Mantle's long list of expectations that Ben wasn't to use the watch or something to that effect, but he had never been one to wait for permission. Besides, it had been far too long since he had done this.

Heatblast seemed like the best bet for a job like this. Ignoring Mantle's attempts to protest, Ben activated the Omnitrix and slammed down on the dial.

Like always, the transformation felt like it took both an eternity and no time at all. For one second, Ben was aware of every bone in his body dissolving, of every inch of skin being pulled taut and rubbery, of his body expanding outward and up like he was going to be ripped in half. It didn't hurt, but it left him a little breathless. His body tingled pleasantly when the process finished like he'd had a good stretch rather than becoming an entirely different species. It was over in an instant, but that instant always took too long.

As the flash from his change faded, Ben had to bite back a sigh. Instead of Heatblast, he had gotten Swampfire. It wasn't a huge drawback, but he was getting pretty sick of never getting what he asked for.

"A Methanosian," Popigai remarked with approval. "Good thinking, sir! Instead of burning the Sleep, you can command it to stop growing all the way to its base. Brilliant."

Swampfire blinked, then grinned, thumping his chest proudly. It made a hollow sound that surprised him for a moment. Right. Ribs made of vines now. "_Exactly what I was planning! So, uh, you guys just hang back here while I talk to the carnivorous weed, alright?_"

Easy enough to comply with. Even Mantle only pursed his lips and obeyed. It wasn't difficult to convince people not to go near something that could kill them, after all.

"Make sure not to touch it," Tetrax said before Swampfire could take more than three steps towards it. "Even if you are a Methanosian, I have no idea how their regenerative abilities will handle this toxin. It's never been tested before. You'll have to be very careful, Ben."

He waved his hand dismissively. "_C'mon, when am I_ not _careful?_"

No one said a word to that. As far as Swampfire cared, that meant that the issue was settled. He wasn't scared of some stupid alien algae. Besides, at that point, he was all but convinced that Swampfire could heal from _anything_.

He walked back over to where the strain of Red Sleep was growing around the city's sign. It was sprouting from the ground, blooming from the thin cracks in the peranite of the planet's surface. There was probably a cave system beneath them that held the base of this strain. Swampfire didn't question this deduction — no one knew plants quite like a Methanosian.

Kneeling down next to it, Swampfire put his hand near the edge. He didn't want to try touching it, but it was easier to control plants with direct contact, especially if he was going to order it to die. He was about ninety percent sure that it wouldn't hurt him, anyway.

Well, more like eighty, but Ben had muddled through worse odds.

So he touched it.

A second passed, then another. Swampfire's heart was pounding, but he wasn't sure if that was from adrenaline or odd alien anatomy at play. It didn't really matter. Either way, Swampfire pulled his hand back to find the versatile skin completely unharmed. Apparently, there was a reason that the Sleep ate away Petrosapiens but left the ground itself unharmed. He relaxed. This would be easier than he thought.

When he touched it a second time, the contact lingered. Swampfire closed his eyes, trying to concentrate. It was hard to describe how his abilities worked, but Swampfire could feel the plant almost like it was an extension of himself. There was the craving for sunlight that had driven it to claw towards the surface, the all-too-familiar thirst for water, and the _need _to flower and spore and grow its numbers. The vein extended so far down that Swampfire soon gave up on finding the bottom.

That could be a problem. They would need to find the heart of this strain to keep it from growing back. But, that could be left for a different day.

For now, Swampfire ordered as much of the plant as he could to wither. It wasn't hard — all he had to do was trick the cells into thinking that they were unhealthy and they did the work for him. He waited until the rusted algae had turned brown and brittle before stepping back. Mission success. Satisfied, Swampfire dusted his hands off and started back towards his group. His approach was accompanied by the beeping of his Omnitrix powering down, making Ben tingle all over again as he went back to his human body.

As soon as he rejoined them, Ben was grabbed by the shoulders and forcibly spun around. Had he not recognized the perpetrator to be Rook, Ben might have lashed out.

His partner had the Proto-Tool in his hands, but instead of pointing a gun at Ben, Rook was clutching a small scanner. He took Ben's wrist, holding his palm up to be scanned before repeating the process with the other. Only once the scanner beeped twice did Rook relax.

"You are clean," he announced with noticeable relief. "There is no toxic residue on your hands. From the Sleep, anyway."

They were still supposed to be mad at each other, but Ben couldn't help but smile. He started to respond, merely a breath from getting Rook back with a joke he'd been saving when Mantle stepped between them. Ben couldn't keep the annoyed frown off of his face even if he'd wanted to.

"Good work. For a first try," Mantle said begrudgingly. "We're going to mark this area for later inspection and continue. I want to be sure that the Sleep isn't growing into people's homes and blooming over the streets." He grimaced, leaving them with the cadets as he cautiously approached the sign.

Luckily, it didn't take long. Mantle made a mark in the ground with a synthetic red paint and finally — _finally _— they were off to explore Terces. They'd been delayed for so long that Ben almost forgot why he was there in the first place.

Unlike Petra, there was no official entrance to the city or even a clear boundary of where it began and ended. They passed a few small homes down their faded path but saw no one. Another difference between the two cities — Petra had been crammed full to bursting with people laughing and enjoying themselves, but Terces felt like a wasteland. Ben half-expected a tumbleweed to go skittering along the ground in front of him.

As they moved further inwards, so did the homes. The streets grew more cramped, and so did their group. At one point, they slowed to get a better look at some sort of shop and Ben was nearly flattened by an annoyed Kimberlite. On the positive side, at least they started seeing people. Few and far between, but Ben knew that he wasn't hallucinating those gazes following them when Mantle put his blaster right between someone's eyes. Of course, this was immediately followed by an apology and the victim scampered off. Mantle claimed that it was an accident, but Ben wasn't so sure. Still, his message had gotten across. No one else came near them.

Until someone did.

Only one Petrosapien approached them, but Ben could see the guy's entourage hanging behind him in case he needed backup. But looking at him, Ben doubted that it would be necessary. The man was built like a house and kind of shaped like one, too.

"You Plumbers haven't been around here in a while," he rasped in a surprisingly soft-spoken voice. "Did you reconsider your answer the last time I 'asked' you to raise the mineral rations?" He cracked his knuckles and it sounded like rocks being slammed together.

Unaffected, Mantle's permanent scowl only deepened as he eyed this guy. "I'm not from a station around here," he said after a moment. "Unless you want rations reduced for threatening a Plumber agent and trying to start fights with law enforcement, you should keep walking."

The stranger's hands curled into fists. He glowered, but the malice quickly faded and his fist unclenched. It looked like he was going to make the smart choice and turn to walk away. Ben couldn't have that. It was now or never.

Onto step two.

He jerked his head towards Rook, getting his partner's attention. They didn't make eye contact or move their lips, but an understanding was reached. Ben counted to three. The man sighed, starting to say something sincere, but he never finished. Rook threw himself forward, slamming his fist into the man's jaw, and all hell broke loose.

There had been a lot of ideas tossed around for how step two, "diversion," would work. Starting a fight had seemed like a pretty simple distraction in _principle_.

And it worked just as well in action, too.

Ben threw himself to the side, dodging a punch from one of the opposing Petrosapiens by little more than a hair. Literally. He felt the man's crystal fist cut through the air right next to his ear as he rolled out of the way.

Starting a full-on fist fight hadn't been Ben's _best _idea, but it was working perfectly. Mantle was barking orders, trying to get his cadets into some sort of formation that they had learned in training, but they were inexperienced. Instead of listening to him, the undisciplined rush of adrenaline made it difficult for them to hear anything beyond their pounding hearts. Having forgotten their blasters, they had ripped their gloves off and were fighting with their natural abilities. Ordinarily, that wouldn't have been a problem, except for one _little _detail.

Both sides had four Petrosapiens, all of whom could use these powers, and they were completely surrounded by peranite that the eight of them could bend at will.

It took about three seconds for the ground to splinter beneath them. A chasm cracked directly down the street, splitting the neighborhood in two. Ben jumped to avoid it and the ground came rushing up to meet him, knocking the wind out of him as the enemy Petrosapien controlling the slab of peranite caught him on it. It went rushing up, rising out of the ground like a mountain, before the Petrosapien closed her fist and crushed it into tiny pieces.

All at once, gravity made itself known again. Ben probably would have screamed if he had the breath for it. He heard Rook shout and felt a stab of amusement. His partner was always worrying about his safety — it was as though Rook forgot all about Ben 10 the second that Ben _Tennyson _was in danger.

It was sweet of him to be concerned, though.

Ben hit the Omnitrix without looking. He didn't care who he got — most of his aliens could handle a fall and he couldn't afford to waste time being picky. The sore, tingling sensation washed over him, and Ben landed hard on his back legs. Luckily, they were designed for absorbing shock like that.

As Crashhopper, Ben grinned and launched himself right back into the air, higher than before. Now, _this _was a fair fight. From his vantage point, he could see that they had all been scattered. Systematically so, even. Briefly, he wondered where these street thugs had developed such a sound strategy, but he quickly decided that he didn't care. All he had to do was take out one of them, then the fight would be balanced towards his side and he would hopefully be far away.

The guy fighting Mantle seemed like a good bet. Strong, serious, obviously the leader… Maybe he was Mantle's twin brother. Either way, Crashhopper was going to take him out.

He came down next to the pair, grappling in the street as they struggled for control of Mantle's blaster. The weapon was supposed to be specially designed to hurt Petrosapiens, and if that was the case, then Crashhopper _definitely _didn't want the other guy getting it.

"_Keep your head down!_" He shouted, crouching low to the ground. Before either man had a chance to react, Crashhopper launched himself forward. Ramming into a guy made of diamond hadn't been his _best _plan, but through the ringing in his ears and the massive headache, Crashhopper heard the guy let out a shout of pain and felt them tumbling.

A punch to the jaw sent Crashhopper flying off of him and he caught himself with his back legs once more, skidding across the ground and propping himself up on all fours. Crashhopper was primed for another attack, but none came. Instead, the guy sat up slowly. He seemed surprised to see Crashhopper there but quickly recovered, glaring as he rubbed his jaw with a pained winced.

"So, the rumors are true about you, Ben 10," He remarked with disgust. "I thought we could trust you if Argyle didn't, but you've gone and sided with _them _anyway, despite the warnings. I can't believe Patience wasted six months defending you."

Crashhopper hesitated, dropping his fighting stance. He tilted his head to the side with interested and his throat made an involuntary chirping sound that registered to his alien ears as "confusion." The voice of this man was familiar, but there was no time to stop and consider where he would have heard it before. He could hear another fight behind them, Mantle having jumped in to help a struggling Popigai. Still, this stranger spoke as if he knew something. Crashhopper couldn't pass up this opportunity. It was the only reason why he was here at all.

"_Patience?_" Crashhopper questioned. "_Never heard of him._"

His "opponent" climbed to his feet, scoffing. The disdain deepened. "Of course you haven't. Speaking of her might as well be blasphemy. How much have they kept from you, Ben 10? Do you know _anything _about the side you're fighting for?"

A burst of energy shot the guy in the shoulder, sending him stumbling back with a sharp inhale of pain. Rook landed next to Crashhopper, crouched in a pivotal stance with his Proto-Tool perched on his shoulder. His expression was severe, but when he locked stares with Crashhopper, he grew insistent and frustrated. '_Why are you still here?_' His eyes seemed to ask. '_I did not start a fight so that you could _not _complete the mission.'_

Fair enough. Crashhopper only smirked in reply, turning back to his opponent. He cracked his knuckles as a warning. "_I know enough_," he replied. "_How about you call off your friends and we can talk about this?_"

That was the wrong thing to say. The man sneered, holding his fists up. "The time for talking is long over," he announced. "I refuse to watch our planet crumble any longer."

Another energy blast sent him into a frenzy and both Crashhopper and Rook lept out of the way to avoid the shards of peranite launched their way. Where Rook landed, the street collapsed, dumping him beneath the planet's surface.

"_Rook!_" Crashhopper shouted. Revonnahganders had good legs, so a fall wouldn't be that bad if Rook landed right, but with no idea of how far down that hole went, it was impossible to say. He turned to his enemy with a glare. Better to end this quickly, then.

Their talk was over. The second that the ground fell out from underneath Crashhopper, he launched himself upward, throwing his weight down to go crashing like a blur into his combatant. But even with throwing all his weight into it, the Petrosapien was ready for it this time and all Crashhopper accomplished was sending him skidding a few feet.

"Is that the best you can do, Ben 10?" The man growled, grabbing Crashhopper by his powerful legs and sending him flying. The hero collided hard with one of the many peranite homes lining the street and hit the ground with a grunt.

Alright. The current alien was a bad choice. Ben wracked his brain for the right transformation. He couldn't just leave — but he needed an alien that could both take this guy down and help him slip away. The others were still close enough to see him if the sounds of fighting were any indication.

"_Okay, Omnitrix, c'mon, give me something good_," Crashhopper muttered. He hit the glowing symbol on his chest. The transformation stung a little bit this time, but a wave of relief hit Ben when he looked down and recognized XLR8's streamlined body. "_Yes! I actually got an alien that I'm good with_." He grinned, feeling a rush of reassurance. This fight would be over in a minute, at the most.

Without having to try, he sidestepped to avoid a blast of shard projectiles. His thoughts raced almost as fast as he could move. If this guy was avoiding hand-to-hand combat and throwing punches, then it stood to reason that he wasn't as skilled when things got close and personal. Underneath XLR8's visor, a smirk came to his face.

Sprinting forward, it took less than a second to arrive at the man's side. He did exactly what Ben expected him to, throwing a hard punch in the Hero's direction and missing completely. The weight threw him off, causing him to stumble, and XLR8 skidded behind him. With a smack to the calves from his prehensile tail, the Petrosapien fell face-first onto the ground. Ben knew from experience how awkward and clunky a diamond body could be.

That didn't stop him from laughing, visor snapping up so he could be heard. "_You should try being lighter on your feet,_" he said mockingly. "_This is just embarrassing to watch, dude._"

Scowling, the man huffed as he looked at XLR8 over his shoulder. He said nothing. A twitch of the ground was the only warning that XLR8 got, but by the time sharp, crystalline spikes erupted from the planet's surface, he had already moved well out of reach.

"_Woah!_" XLR8 exclaimed, eyeing the razor-thin points. "_Touchy._"

Another projectile went slicing through the air where his head had been a second before. "I refuse to lose to you," the man spat out, picking himself off of the ground. "To you, or the Plumbers. Not ever again!"

"_You're setting yourself up for disappointment, then,_" XLR8 replied with a snort. His visor slid back down and he darted around more peranite spikes and sloppy punches to get in close. A swift kick to the stomach made the Petrosapien falter, but he barely got a second to recover before XLR8 was raining a flurry of kicks and punches on his prone form.

A final uppercut to the jaw sent the Petrosapien flying — exactly what XLR8 wanted. He let the guy have his headstart, taping the Omnitrix to access its communication function. In the distance, XLR8's nameless opponent hit the ground, kicking up a small mushroom cloud of dust and peranite.

"_Rook?_" XLR8 spoke into his communicator. There was a faint static buzz in the background. Poor reception, maybe, but paranoia was starting to get to him. Was someone really listening to this? He hesitated. "_You alright, partner? You haven't come up yet._"

The silence lasted a few more seconds, but XLR8 relaxed when he heard Rook's end flicker to life. "_Fine_," came the reply. "_But I am having some difficulty using my Proto-Tool on peranite. It is not labeled the second-hardest material in the galaxy for no reason, it seems."_

"_Copy that. Do you want my help?_" XLR8 asked, watching the hole in the ground for any sign of Rook. He didn't want to look over the edge, worried for no logical reason about what he might see. "_I can run up walls. Sure, these ones seem kinda _tall_, but you know how it goes._"

Rook chuckled, a little breathless. Right. He was probably still climbing. "_My memory could be mistaken, but I could have sworn that we came here for a reason, Ben. I am hoping that becoming a Kineceleran has not worsened your already lacking attention span._"

It seemed like Rook was finally getting the hang of friendly banter. XLR8 held back a laugh. "_I ever tell you that you're the best partner ever?_" Voluntarily staying in a hole to serve as a distraction for the group once they caught up while Ben ran on ahead? He was going to have to get Rook a trophy or a medal for this trip.

"_You could stand to mention it more often_," Rook replied flippantly, though XLR8 could practically hear the grin in his voice. "_But right now, I believe that you have a task to attend to._"

"_Consider it already done,_" XLR8 quipped back. He ended their call there before Rook tried to get the last word.

He darted down the cracked street as fast as he dared to. Even though XLR8 was _technically_ looking for that guy he had sent flying, he still wanted to get a good look at Terces. It didn't seem suspicious. It looked like any other low-class area, though it was made of peranite. Still, _something _struck XLR8 as too off to ignore. If only he knew _what _it was.

After less than a minute of running and a good three miles from where he started, XLR8 darted into a narrow alley between two blocky buildings. He slapped the Omnitrix on his chest, and a flash of light later was crouched there as his human self. Ben cracked his neck with a wince, rubbing the back of his head. Reabsorbing XLR8's helmet into his skull always left him with a faint throbbing sensation.

"Oh, right," muttered Ben. He cleared his throat. "Omnitrix, user access voice recognition mode." Two shrill beeps told him that he had been heard, and the Omnitrix's face lit up a pale green as the most powerful device in the universe waited for instruction. "Command code zero-one-zero-one, Tennyson Benjamin, force recharge mode." There was a whirring sound, then the Omnitrix's glow dimmed and the soft noise died. Recharge mode was always a hassle, but this way, Ben would be incapable of receiving calls or being tracked.

For the first time since arriving on Petropia, he was completely alone.

* * *

**A/N: I've been trying to switch off P.O.V. every chapter, but jeez, this took way longer than I thought it would. I mean, 7,500 words for one chapter? Damn. Chapters four and five were supposed to just be one, but they got so long and exposition-heavy that I'm splitting them, and have to include a sixth chapter now, too. On second thought, I don't know why I ever thought only one chapter would cover this little Terces mini-arc.**

**Sorry to those who like hearing from Rook, because the next two chapters are definitely Ben/Tetrax centric. We'll have more for Blonko coming later in this fic. Just be patient!**

**Chapter Five: **_**Easier Said Than Done**_


	5. Easier Said Than Done

Heart pounding in his throat, Ben choked on a startled noise as he ducked his head down. Warily, he risked a glance, watching an old Petrosapien hobble past the mouth of the alley, mere feet away from Ben without knowing it.

He wanted to talk to these citizens, yes, but not immediately. For once in his life, Ben was _observing_. Mostly because he was waiting for any sign of Mantle or that guy he'd knocked out and didn't want to risk moving until he knew where they were. That left his options for action rather limited.

Still, watching had been kind of interesting. Now that Ben's thoughts weren't racing off at five-hundred miles per hour, he finally realized why this city seemed so weird to him.

It was empty.

Relatively speaking, anyway.

Based on the size of Terces and the lecture about its citizens that Mantle had delivered on their way out here, it should have had a booming population. Whether this population was _ethical _or not was up for debate, but still. The body count was _way _off. Ben had seen maybe four people in the time he had been crouched in the alley. No voices from homes, no lights on, no children playing or adults doing home maintenance. Those who _were _walking kept their pace brisk, their heads down, and jumped at every flickering shadow.

Ben might have called it a ghost town, but compared to what he was seeing, he _wished _that it was ghosts. A visit from Zs'Skayr would be downright _heartwarming _compared to the nonsense he'd fallen ass-backward into.

God, he could feel a headache building. None of this made any sense. Why couldn't he visit a planet and quietly enjoy himself without getting pulled into a crisis?

Lost in thought, Ben didn't realize that he was being watched until a bulky figure dropped from the rooftops to land hard in front of him. Ben threw himself to the side on instinct, narrowly avoiding a shower of peranite fragments. He scrambled to put some distance between them, his mind flashing to the Petrosapien that XLR8 had dealt with not long ago. Before he could get far, a hand shot out and caught Ben by the back of his shirt. The human was unceremoniously yanked back, gagging as the hem caught painfully around his throat, and set back on his feet with a surprising amount of care.

It was only when a rough chuckle reached his ears that Ben knew who has caught him. He struggled to be angry for a moment, before giving in and whirling around with a smile on his face. "Tetrax!" Ben couldn't help but be delighted to see his friend doing well, especially since he last saw their little group in the middle of a heated fight. "What are you—? How'd you find me?"

The amused look on Tetrax's face faded. "You're human. This entire planet is made of peranite," he said vaguely, waving his hand with an air of dismissal. "It wasn't as difficult as you make it seem, is my point."

As much as Ben wanted to protest, he quickly decided against it. They had more important things to worry about. Practically reading his thoughts, another person passed by the mouth of the alley. Ben shoved Tetrax back into the shadows as best he could. His lack of muscle didn't work in his favor, but Tetrax had learned a long time ago how to blend in with the backdrop. Once they were sure that the woman passing was gone, Ben let out a sigh of relief. Then, remembering something, his expression turned hesitant.

Reproachful, Ben turned to his friend. "We're not… going back to the group _right now_, are we? I mean, you grew up here, and what's the point of saving the entire universe if I can't abuse a little of my reputation to get a private tour of one lousy city with an old friend?" He grinned nervously, hoping that it looked convincing.

It wasn't working if Tetrax's barely-suppressed grin was any indication. The ex-mercenary arched an eyebrow, rubbing his chin as he pretended to think about it. "The Plumbers aren't going to be pleased if you're split from the group," he said slowly. "Then again, you're only here to examine the planet. It would hardly be an unbiased review if the Plumbers were hanging over your shoulder every time you left the base. It would be irresponsible of me to allow that. Then again..." He hummed thoughtfully and Ben felt his smile slip. "Well, I can't just let you run off on your own — Max asked me to look out for you. _But _since I'm not a Plumber and I have no badge on myself for them to track me through, I think that makes me just about the best candidate to be your guide, wouldn't you say?"

Ben almost considered holding himself back, but where was the fun in _that_? He pumped his fist in the air, giving Tetrax a brief hug as thanks. "You know me," he said with a laugh, pulling back. "Culturally sensitive to a fault. I wouldn't want to have my good name ruined by not exploring your planet the right way," he joked, his grin threatening to split his face. A day to himself to explore the city _and _he would get to hang out with Tetrax while he did it? The plan was going better than he had hoped! "So, how should we start? Can I talk to people? Is that considered rude here? I'm guessing that we can't go door to door or anything, but I want to, uh—" A thought occurred to Ben then, causing him to pause. They were alone — no microphones or cameras to be seen. Could Ben openly ask Tetrax about the weird happenings on his planet? Had he even _noticed_?

His question went unasked, but Tetrax's eyes narrowed and his expression grew severe. "It's okay," he said reassuringly. "I know what you mean, Ben, but I can't tell you too much. It isn't the right time. Trust me on that, alright?" An odd look crossed his eyes, vanishing before Ben could place it. "Besides, in a lot of ways, I'm just as in the dark as you are. I don't have many answers, only more questions. I've been here for a year longer than you, after all."

In Ben's mind, he was picturing something like out of an action movie, where Tetrax had a whole network of spies and agents on hand working for him, digging to uncover the truth about what had really been going on. A lot of clearance checks and regulations and, most importantly, _secrets_. Rather forcefully, Ben squashed the doubt in the back of his mind. He wasn't going to push. Tetrax was being honest — albeit only marginally — and Ben trusted him.

Or, more accurately, he was going to have to.

"Does that mean that we can stop talking in code?" Ben asked with a raised eyebrow. "I'm getting tired of walking on eggshells every time I open my mouth. How've you been managing it for a year now?" And why hadn't he come to them for help sooner? Grandpa Max may need proof in order to authorize Plumber interference, but Ben was perfectly willing to charge headlong into battle for his friends if they needed him. Tetrax knew that — had ridiculed Ben for it when they first met seven years ago — but then, why not do anything with it?

"I've been doing this for several decades, Ben. Petrosapiens age very slowly. That gives us plenty of time to perfect and hone our abilities." Grimacing, Tetrax shook his head. "Some of my abilities, I'm not proud of — my penchant for lying included. I wish that it hadn't been serving me so well recently, but we all have to work with the hands we're dealt." Before Ben could ask more questions, Tetrax pressed back against the alley wall, silently gesturing for Ben to duck his head down.

An unremarkable female Petrosapien walked by. Ben didn't understand the cause for concern until he noticed the confidence in her steps and her shifty, calculating eyes. Not another paranoid civilian, then. She held herself like a soldier, and one with a mission, at that. Despite this, she was dressed perfectly ordinarily. Which could only mean that someone other than the Plumbers was looking for them. But, who?

Once she'd passed them by, Tetrax let out an even breath. "It's been difficult to find out anything," he continued. "Ever since Argyle took over as Magister from the last head, he's been monitoring all political dissenters. The people never really trusted me, but once he came in, there was hardly a second in a given day that I wasn't being monitored. Luckily, I've already had some experience in keeping my appearance clean, but I can't exactly start questioning citizens. I hold no authority, and it's no secret that anyone who doesn't keep their head down not-so-mysteriously goes missing soon after…" His expression hardened with loathing.

Ben swallowed thickly — not a simple task with how dry his mouth was. "People are going missing?" He asked. His head was swimming, but Ben had never felt more grounded. The voice from the intercom at the museum flashed in his mind. '_It may be the difference between victory and the deaths of millions,' _it had said. "Tetrax? How many?"

His friend softened, the sorrow in his eyes causing Ben's chest to tighten. "You can see the effects in this city alone," Tetrax said quietly. "Used to be that these streets were crammed full to bursting, and now the most lively thing here is the Red Sleep. And it's happening in every city on the planet, Ben. Millions, easily, all vanishing without a shred of evidence or sign of a struggle. Whatever is happening, they never come back from it."

A punch to the gut would have been kinder than _that _revelation and wouldn't have left Ben nearly so unsteady on his feet. He actually took a step back, putting one hand on his head and the other on the wall to prop himself up. "Wow…" Ben managed. "Why is something this huge only coming up _now_? You didn't think to alert the Plumbers?"

As soon as he said it, Ben realized how ridiculous that sounded given their current situation. He turned pink in embarrassment, but Tetrax was kind enough to simply arch an eyebrow before launching into an explanation.

"We did try," he sighed, and Ben had caught up enough to know that asking who "we" was wouldn't get him any answers. "But there have been so many inconsistencies… With our planet recently back from the dead, it seemed as though every Plumber off-planet that we contacted about this had a new excuse. Maybe not everyone had come back when Petropia was resurrected. Our equipment was only temporary old models, so maybe we were miscounting or had forgotten the locations of old cities or overlooked the new ones that were cropping up. People go missing all the time for a variety of reasons and it was difficult to prove that it was anything other than an abnormal spike in crime from numbers alone. For a while, it wasn't so noticeable, but once Argyle took charge…" Tetrax could only shake his head. "By then, the Plumbers weren't interested in our stories, especially since we had no proof to offer. The population count from our Plumber base was edited to maintain consistent numbers and there was no one brave enough to testify to missing persons. Or at least, not enough to build a strong case for a planet-wide occurrence, and those who were never stuck around long. The best that the Plumbers could offer was to send "the best of the best" on their next yearly planet check."

There was so much information to absorb that Ben almost missed that. He blinked, uncomprehending. "And that's… me, right?"

Tetrax nodded. "More or less. I personally requested from Magister Tennyson that you be sent. Your grandfather was kind enough to honor it in light of our history together and all that has happened recently."

"So here we are," Ben remarked, eyes narrowing as he came back to himself. His hands curled subconsciously into fists at his sides and it felt like his very blood was boiling with the indignation of it all. "Just you, me, and that pounding that Argyle's been _begging _for. Next time I see him, Humungousaur's gonna—"

"You're not going to do anything, Ben," Tetrax cut him off, stern.

Ben gaped, open-mouthed and bug-eyed. "You can't be serious!" He protested. His voice came out a little more whiny that he would have liked, but Ben didn't care. How could Tetrax be so _unreasonable_? "You as good as said that all of this is his fault! _Millions of people! _Give me one good reason why I shouldn't drop him in a whole _tank _of that Red Sleep stuff!"

It seemed like Tetrax was going to shout right back, but to Ben's surprise, he took a deep breath to calm himself before fixing Ben with a frustratingly patient look. "A year ago, Ben, I might have agreed with you. Hell, a year ago I probably would have done it myself by now. But methods change. _People _change. Legally, there's nothing tying him to any of these crimes. We have to find the evidence required to hold him accountable in a court, Ben, not in a fist fight. If you go storming into Plumber headquarters now, all you'll do is cause an uproar and be forced to leave the planet for assaulting a Magister." And that was that. Ben had lost enough arguments with Rook to know when his stance had been overruled.

It took the hero a long moment to find his voice. "...I can't believe you, dude," muttered Ben with a shake of his head, face scrunching up in distaste.

Tetrax grimaced in agreement.

Neither of them was happy about it (which only made Ben _more _dissatisfied), but the decision had been made. They needed real, concrete proof linking these missing persons to Argyle so that was what they were going to get. But, as Tetrax explained, first they needed to prove that these citizens were _recently _missing.

"I know a place," explained Tetrax as the pair crept through back alleys and clung to the shadows. "The city's different from how it was when I grew up here, but the Cafeteria should be in the same area. Regardless, it won't be hard to find it once we get close."

"Why're we sneaking, then?" Ben asked with an annoyed scowl. Not that he didn't sometimes love the stealth missions, but they didn't have a lot of time. More importantly, trash-clogged gutters seemed to be universal, because the ones on Petropia didn't smell any nicer than the ones on Earth. "They're going to see us once we get there, right? I thought there weren't a lot of Plumbers hanging around."

Petrosapiens didn't roll their eyes (difficult without pupils), but Tetrax did this little half-shake of his head that conveyed the same level of exasperation. "It's not the Plumbers I'm worried about. Let's just say that putting all the criminals in a free-roaming city doesn't do wonders for keeping the crime rate down. I don't want to get in a fist fight because a hot shot with something to prove got it into their skull that human spines snap like twigs."

Ben shuddered. Suddenly, tolerating the alley didn't seem like such a sacrifice. "I could've done without the visual," he mumbled.

Unconcerned, Tetrax offered a half-shrug. "At least Petrosapiens won't eat you — meat is much too tough for most of us to enjoy, even if it is only for leisure. It would be a quick, relatively painless death. And speaking of eating..." He stopped in front of a narrow gap between buildings that led back out to the open streets, gesturing for Ben to step ahead of him and take a look. "We're here."

As far as the buildings in Terces went, the squat brick across from their hiding place was huge. It had to be four stories tall and wide enough that it practically dominated that entire side of the street. Ben didn't know how far back it went, but assuming that it was square, then the perimeter of it had to be taking up four blocks. There was hardly a window in sight, though the front was lined with plenty of doors. All of them, Ben was pleased to note, were absent of guards or toll booths like what he had seen happening at the museum. It reminded him of a big, peranite cargo bay.

After all the empty streets and quiet though, Ben physically flinched back when he saw the sheer amount of people gathered around this ugly building. He cursed himself for his reaction a moment later, but he was too taken aback to linger on it. There had to be a couple of dozen people outside of it, and glimpsing through the doors gave the impression that the inside was crammed full. Ben wasn't sure what to think about the congregation. It certainly wasn't _violent_. Actually, it felt almost homey.

"Okay, I give," Ben announced, turning back to Tetrax. "What's this place for?"

The Petrosapien looked faintly amused for a moment before soon sobering. "It's the Cafeteria. Volunteers hand out the mineral and water rations to civilians and in exchange, the community service takes time off of their stay here. The Plumber outpost in Terces is spread too thin for them to waste men on feeding people." He huffed, indignant. "It isn't as though Argyle is going to reassign anyone else to the planet's garbage dump."

With an unimpressed look, Ben raised an eyebrow. "Remind me why I'm not allowed to kick this guy's ass again?"

All he got in answer was a shake of the head before Tetrax shouldered around him. He jerked his chin as the signal for Ben to follow and the hero fell into his shadow with a tight frown.

The whole thing felt like a really inefficient way to go about punching someone, but Ben was already perfectly aware of what a headache _that _could be. When it came to the legality of Ben's methods against interplanetary officials, both Grandpa Max and Rook _never _stopped complaining about the endless paperwork. So, at least for the time being, Ben would play this Tetrax's way. He had made his decision and planned to stick to it, but it left a burning restlessness trapped under his skin, twisting Ben's chest into tight knots that pulsed as a voice in his head echoed, "_millions of lives…"_

Oddly enough, it was the silence that brought Ben from his thoughts. The pleasant, friendly buzz of conversation that had been so easy to hear from the safety of the alley wilted now that he was in the line of sight.

They had all likely seen aliens before. There was a good chance that they had seen a human before too, even if it was only photographs of the famed "Hero of the Universe." Nonetheless, the people stared like Ben was something rather unpleasant that they had stepped in. Common sense said that striking up a conversation wasn't going to go well, but Ben couldn't care less.

Purely out of stubbornness, he stepped out from behind Tetrax to stand side-by-side with his friend. "Wow," he remarked loudly, faking a bored tone as he lazily let his eyes drift over the surroundings. "Is it a Petrosapien custom to make _all _guests feel this welcome, Tetrax, or am I just special?"

Whispers broke out. It was better than the silence, at least. Luckily, Ben had experience with damage control. True, most all of that happened _after _he had done something scorn-worthy and it helped to know what to apologize for, but Ben was nothing if not adaptable.

He ignored the gossip and distrust being leveled towards himself, greeting the nearest group of people with an easy smile and a half-hearted wave. "Hi. You may've heard of me — Ben Tennyson, Wielder of the Omnitrix, Savior of Earth, Here of the Universe, etcetera. I was wondering if you guys would let me and my friend ask you some questions about the weird disappearances that've been happening here recently."

There was a surprising lack of a reaction. People turned back to their companions, sharing confused murmurs and dismissive shrugs. '_Is he being serious?' _They all seemed to be thinking. There was an unspoken tension in the air. Heads turned to watch the streets, anxious shuffling and worried commands to be quiet punctuating their obvious fear.

A gentle but firm hand came down on Ben's shoulder. "Maybe we should leave," Tetrax muttered, leaning over to speak directly into the human's ear. "Sometimes, people just refuse to cooperate. We can't force them into anything."

If that was supposed to be a challenge, then it was a damn good one. Ben would bet _anything _that Tetrax was smirking when he said that. It dug under his skin and spilled into the pool of resentment that had been silently stewing in Ben's chest for days now.

That was the last straw. Without looking at Tetrax, Ben shrugged his hand off and folded his arms over his chest with a contemplative glare. The whispering and funny looks were _seriously _getting old. Ben felt his eyebrow twitch in vexation. If they wouldn't talk behind the government's back, fine. But maybe one of them could at least explain _this_.

"You know, I get it," Ben spoke up. The impatience in his voice had drawn attention — people were slipping out of the Cafeteria to get a better look at him. "You all've got bigger issues right now and you don't want to risk yourselves by talking to me. Fine, whatever. I'm not going to argue with that. But what I don't get is your attitude towards _me_. I mean, what did _I _do? From what I can tell, your family and loved ones are going missing. Like, a lot of them. And I think you all know that. So, _again_—" Stepping forward, Ben held up his left wrist and gestured pointedly to his Omnitrix. "—I'm Ben Tennyson. Whatever pissed you guys off, I know that I didn't mean it. I've never wanted to hurt anybody. I saved this planet once before and I can do it again, but only if you guys are willing to work with me. I can't solve a problem that I don't know anything about."

The only thing to greet Ben was silence. No one dared to so much as twitch. They were still staring shamelessly at him, and frankly, Ben wasn't sure if he liked the blank looks any more than he liked the hostility. At least he could associate a general emotion and attitude with the latter — with the former, Ben wasn't sure what to expect. Was he about to be attacked or be given a standing ovation?

He never found out. Just as the tension grew thick enough to smother, the crowd leaking out of the Cafeteria began to murmur and shift. For a split second, Ben hoped that someone was about to answer him. His hopes were dashed when a Petrosapien let out a hiss of pain and shrank away, glaring at the old woman that had clawed her way through the throngs of people to get to the front.

Ben hadn't even known that Petrosapiens could get old in the first place, but the woman in front of him looked about like what he had been expecting. Short, frail, and most importantly for her character, wrapped in a faded black shawl. There was a sickly quality to the way she carried herself, eyes watery and hazy and her footsteps unsteady. Ben had seen enough movies to know where _this _was going. A week ago, he might have accepted whatever harrowing quest she was about to send him on, but he wasn't in the mood anymore. Impatiently, Ben crossed his arms, but politely decided to hear her out, already balancing a refusal on the tip of his tongue.

But to Ben's shock, instead of speaking, the woman took one look at him before bursting into tears. If the tension had been thick a moment ago, it had been knocked up to practically being _palpable_. The woman dropped to her knees with such force that it splintered the peranite sidewalk and caused Ben to wince. He tried to step back, only for her to grab him by his bare wrist and hold on which such ferocity that Ben was worried that he may hurt himself if he tried to pull free.

"_Please…_" she rasped, digging her fingers into Ben's cargo pants. The panic caused him to choke up, but struggling with the woman clutching his leg in her vice-like grip would only send him sprawling. "_I've done all that you've asked… Please, let me out, let me see them, please, please…_"

After a moment, Ben managed to find his voice. "And here I thought I was actually getting better at public relations," he sighed under his breath. The joke only seemed to make the woman cry harder — if such a thing were possible. Her thick tears were bleeding through his pants, burning where they pooled in the groove of his knee and causing Ben to shudder with discomfort. "_Tetrax_," he looked to his friend, silently pleading for assistance. "A little help here? I can barely comfort my _cousin_, let alone a stranger." Not to mention that Petrosapiens had very sharp edges and Ben was a little concerned that she would start drawing blood if her grip tightened any further. Would it be inappropriate to go alien? His chance of survival would be better as almost anything else.

Tetrax made a vague shrugging motion, mimicking prying something apart before giving a hopeless shake of the head. _Perfect_. No matter how hard Ben glared, it had no effect on his friend's resolve. Fine. He could handle this. Compared to everything else Ben had faced, comforting a slightly insane old woman would be easy. Hopefully.

With a startling jerk, Ben ripped one of his legs free from her hold. His pants were ripped in the process, just below the knee, and hung on in scrapped tatters. _At least blood hadn't been_ drawn, he thought dryly. Carefully, taking care to be slow, Ben kneeled in front of her.

Being face-to-face with a hysterically sobbing stranger was never a fun experience. The circumstance was so unusual that Ben couldn't even be bothered to feel stressed about it. He surprised himself with his lack of reaction — there was only a mix of tiredness and exasperation. Another problem that he had to deal with.

"Hey," he said gently, putting his hands on the woman's shoulders. "You're alright. Take deep breaths. Whatever's wrong, I'll do what I can to help, but tears aren't gonna fix the problem. Just calm down and tell me what you need."

Had Ben been an observer instead of directly involved, he might have found this funny. The deep carvings of her aged face caught tears as they fell, making her crystalline skin drip with literal streams. The effect of the tears distorting her eyes made it look like they were welling with liquid gold. Her hitching whimpers sounded like a dying goose, but Ben didn't feel much like laughing. His mind was swirling with thoughts of what could have possessed her to act this way. The woman's eyes were glassy and distant, even by Petrosapien standards, covered with a foggy film. Her mind was somewhere else entirely.

"_Pathetic_," she hissed, bowing her head. Instead of letting go, as Ben hoped she would, her grip tightened on his wrists. It was right on the verge of being painful. Ben tried not to tense up, but it was difficult with panic slowly setting in. "_All you do is lie and cheat and steal. You stole him. You took him — took _me_. I'll never forget, never forgive, never, never, never…_" The chant pattered off into mutterings, quiet enough that they might as well have been inaudible.

Another plea for Tetrax's help was balancing on Ben's tongue but he choked it back as he saw movement in the hesitant crowd. A man stepped out, looking no older than Ben. It was hard to tell exact age, but the clumsy way he carried himself and the less defined edges to his face gave away his youth.

The stranger grimaced apologetically at Ben, kneeling at the human's side and focusing on the woman. At the very least, she had stopped crying. "It's just another hallucination," he spoke soothingly. "No one is going to hurt you. Come on, you left your rations inside. We should go before someone runs off with them." He tried to place a hand on her shoulder, only for the woman to jerk to life and harshly smack his hand away.

"_No_!" Furious, the woman let go of Ben to jump to her feet. She couldn't have been taller than five-foot-six, but lording over them with hatred burning in her eyes, she seemed monolithic. "_Don't touch me_! Don't touch me!" Angry tears poured with no end. Without another word, she turned sharply and shouldered her way through the crowd. Befuddled, all Ben could do was watch with his mouth still parted to offer more encouraging words. She was swallowed by the audience and disappeared smoothly from sight.

Ben worked his jaw up and down a few times before clearing his throat. "Well…" He chuckled nervously, rubbing the back of his neck. "That could have gone worse. Probably."

The male Petrosapien gave him an odd look, then without warning, grabbed Ben by the arm. Before he could protest this continual grabbing (maybe it was a cultural difference), the boy gently turned the appendage, forcing Ben's hand away from his neck so that his palm was facing up. With surprising care, he ran his fingers over the forming bruise encircling Ben's wrist like a vice.

"I'm sorry about her," the boy finally remarked, letting go of Ben. On impulse, the human drew his arm close to his chest, rubbing his wrist protectively. But this Petrosapien didn't seem eager to hurt him, so Ben resisted the urge to be snarky and listened with a faintly skeptical expression. This didn't escape the boy's notice and he grimaced sympathetically. "She's not a bad person, it's just been hard on her since…" He hesitated, eyes darting over the crowd nervously. It had thinned since the old woman had hobbled forward but that didn't make the atmosphere any less tense. "Look, I can't really talk about it. I need to go get her before she gets into any more trouble. And you shouldn't be here, Ben 10." Again, he grabbed Ben, but this time it was to take him by the hand. The boy rose to his feet, pulling the begrudging hero up alongside him.

That was enough unwarranted touching for one day. Ben went to pull his hand back, but as he did, the boy suddenly squeezed, punishingly tight. He opened his mouth in a silent gasp of pain, stumbling forward. Another hand clamped down on his shoulder, gentler this time, as though helping Ben straighten up. Were it not for the throbbing pain in his hand, he could have believed that he'd only tripped. It felt like something had cracked, or maybe that was the Omnitrix straining under the pressure.

"_Around the corner,_" the boy whispered against Ben's ear. He had bent down slightly, holding the human by the shoulders and leaning so close that Ben could feel his lips moving against his skin. To an outsider, it probably looked soothing, and maybe even affectionate. But the harshness of the hold and the fever in his voice spoke only of urgency. "_They'll never trust you. That's why._" He stepped back. Ben blinked, still a little shaken, and nearly missed the boy jerk his head towards the left.

Confused and admittedly curious, Ben followed his gesture. There was a corner around the side of the Cafeteria, just as he had said. It didn't look significant — it was exactly like every other corner in the city. Ben wanted to ask about it, but the boy had already turned and started off after the crying woman. His anxious pace told Ben that he was better off staying silent.

Tetrax stepped up to Ben's side, raising an eyebrow questioningly. All the hero had to offer was a shrug. He didn't understand what had happened, either.

"Show's over!" Tetrax barked at the anticipating crowd. "Clear out, unless you want to hear from the Red Spots."

It was like his words had flipped a switch. Immediately, the other Petrosapiens turned away. Conversation picked back up smoothly as if it had never stopped. Some went back inside, some took to the streets, and a few stayed where they were, shooting Ben side glances but refusing to make eye contact.

Unable to help himself, Ben let out a low whistle. "I didn't know it was that easy," he said with a hint of awe. "How come no one ever listens to me like that?"

Teasingly, Tetrax smirked and patted Ben on the head. He was kind enough to drop his hand when Ben impulsively smacked it away, though it probably felt like little more than a faint breeze. "It's all about attitude," Tetrax replied good-naturedly. He nudged Ben gently on the back to get him to follow, leading him away from the Cafeteria.

Once they were a decent distance from the building, standing out of sight in the mouth of a narrow alley, Tetrax grew serious again. He gestured to Ben's wrists. They were a little stiff but, luckily, the Omnitrix had protected from any marks on his left side. The same couldn't be said for Ben's right arm, but it looked worse than it felt. Ugly, sickly-green bruises were spreading like puddles, encircling his bony wrist in the shape of a deformed handprint, like an unsightly shackle.

"Oh, this?" Ben twisted his wrist experimentally. There was a dull, throbbing ache. "It's fine. The bruise'll probably be yellow by tomorrow. They don't really hurt either, so it's not that serious. But, yeah. Yeah, that guy was pretty… _intense_." He grimaced, rubbing his injured wrist. "I don't think he realized that humans aren't made to be squeezed like that. It didn't seem like he was trying to be cruel or anything."

"What did he say, then? You couldn't have met him before, and yet…" Tetrax frowned before shaking his head with an exasperated sigh. "It strikes me as odd. I understand why these people would fear Argyle, but the distrust towards _you_, on the other hand, well, I can't find the logic behind it."

For a moment, Ben found himself stumped, too. He closed his eyes, focusing his thoughts. _Logic_, huh? That gave him an odd inkling of anticipation. "He gave me a clue," Ben supplied. "And I think I might know what it is."

The corner that the boy had indicated was close to them. Luckily, the citizens cramped in around the Cafeteria and left the streets mostly empty. Hardly anyone passed Ben and Tetrax and those that did made sure to keep their pace quick and their heads down.

What could the hint be? Ben's mind was swirling with ideas of a secret entrance or ancient doorkeeper that would finally provide something straight-forward instead of sticking him with more riddles. Maybe that was another cultural thing — the unrelenting need to be as confusing as possible. But the boy had said that the people would never trust Ben and that the reason why was around the corner. It seemed so simple. What was the catch? A fire-breathing dragon? A pit of poisonous vipers? His heart was racing as he eagerly turned the corner.

There was nothing out of the ordinary. Just a street that looked exactly the same as all the others. Ben groaned internally. _Of course_. Nothing ever worked out for him. Whatever help might have been there was probably washed away in an ancient flood or something like that.

"So this was a waste of time," remarked Ben, crossing his arms. "Let's try somewhere else, Tetrax. ...Tetrax?" He raised an eyebrow when his guide didn't acknowledge him, frowning and reaching up to wave a hand in front of Tetrax's face. No response. Ben stood there dumbly for a second or two, frowning in thought, before following his friend's gaze.

The writing was on the wall. Literally. More of the Petrosapien's squiggly language had been carved into the wall. It was impossible for Ben to even _guess _at what it meant, but the letters were enormous and looked important.

He snuck a glance at Tetrax, watching the man's eyes slowly trace every letter, mouth moving along as he muttered to himself. It took Ben a moment to realize that Tetrax was mouthing to words. Immediately, he felt like an idiot. Right. He said that he grew up in poverty and got into crime when he was young. School, if there even _was _one in Terces, probably hadn't been Tetrax's favorite hang out. All things considered, being a slow reader wasn't the worst thing in the world.

Once it seemed like the meaning of the words had been fully processed, Ben cleared his throat. Tetrax gave him a considering frown. With a little helpless shrug, the hero forced a grin and nodded his head towards the writing. "So… what's it say? I'm guessing it's not just a catchy slogan for fish tacos, huh?"

"No," Tetrax agreed with a slow nod. He stepped closer, running his hand over the lettering. "It is a sort of ad, though. More specifically, _propaganda_." His face made a quiet cracking sound as Tetrax scrunched it up like he had tasted something rotten.

"Propaganda?" Ben tilted his head to the side. Vague memories of high school history came to him, but all that he could link to "propaganda" was some long-buried lecture about the Cold War. That only drew up more blanks so he shook the thought away and focused on the more important subject at hand. "What's it say, though? I mean, does it translate into English at all, or…?"

Tetrax sighed, dropping his hand. "Not very smoothly. The best explanation I can give you is that it is advertising your visit to our planet. It warns citizens of your "many atrocities" and tells them not to get close to you." He hesitates. "...if they value their lives, that is."

Ben's eyes widened. He looked between the squiggly lines and his friend, trying to connect what he had been told with what he was seeing. That couldn't be right. ""_Many atrocities"_?" He echoed. "No, that can't… I mean, that's not—" To shut himself up, Ben physically bit down on his tongue. His mind was swirling to violently for him to put his thoughts into words. "There has to be some kind of mistake!" He finally shouted, throwing his hands up in the air. "I haven't—! That is, I've never—! I always try to do the right thing! What are they talking about?" He bit back a groan of frustration.

However, Tetrax was no longer listening. He pointed further along the empty street. "There's more down there — all saying essentially the same thing. Argyle must have had the messages removed from the path you were scheduled to follow on your tour. That explains why Mantle is so fixated on having plans made."

Something about that struck Ben as odd. It took him a moment to put his finger on it but then his frown deepened. "Argyle?" He asked, turning to Tetrax. "What makes you think he had anything to do with this?" True, the Magister was involved in some way, but propaganda seemed like a new low. Would he really stoop to that?

"It says so," Tetrax replied, immediately shattering any doubt Ben might have still had. "See? Right there." He bent down a little to trace a symbol at the end of the carved message, pressed in the bottom corner like a watermark. It looked like a swirly "j" and a sandal to Ben, but if Tetrax said that it was Argyle's signature, then he believed his friend. "I can't believe I haven't seen these before," he muttered thoughtfully, continuing to run his fingers over the calligraphy. "They had to have known, yet they never told me… And I never stopped to notice." Grimacing, he shook his head.

"What now?" Asked Ben, maybe a little too desperately. "Argyle's been in power for who knows how long and these slogans or whatever have got to be all over the planet. No one's going to talk to me at this rate!"

"I don't know. I hadn't considered that Argyle was working an angle like _this_." Tetrax sighed, frowning deeply. "We should cut our losses and return to the group, Ben. Clearly, there's nothing for us here."

* * *

**A/N: Up next we get part three of the Terces mini-arc, and then we move on, finally! I promise, you guys. **

**Chapter Six: **_**Fortune Favors the Bold**_


	6. Fortune Favors the Bold

**A/N: No one expressed an interest in shorter chapters so, I'm going to keep posting them with 6K–8K words. Hope everyone's on board with that. **

* * *

"No," Ben spoke sharply, taking Tetrax aback with its conviction. "We're not going anywhere. Millions of people are in trouble and I'm not letting something as stupid as what someone wrote on the wall stop me. Besides, can't you just…?" He faltered, gesturing loosely towards the propaganda piece. "I don't know, bend the wall back to a flat shape? It's made of peranite, isn't it?"

Something about that assumption must have been incredibly stupid. All Tetrax could do was shake his head. "It's not so much about the writing itself as it is about how long it's been here. This piece must be recent, but others? Ben, these must have been circulating for months, in who knows what form. I wouldn't be surprised if rumors about your "cruelties" are also being circulated and if Argyle was giving speeches about it."

Speeches? Could it be that serious? The language was indecipherable to Ben, but he stared at the wall silently for a long moment, trying to associate the haphazard lines with his tarnished reputation. He scowled. "The only person that's going to ruin my reputation is _me_. I'm not going back to the base until I get someone here to talk to me," he announced.

There was doubt on Tetrax's face, but Ben paid him no mind. As if on cue, a Petrosapien leaving the Cafeteria had rounded the corner, two containers made of peranite in her hands. One was cylindrical and the other was a small box. She paused when she saw them, eyes flickering between Tetrax, the wall behind him, glancing over Ben, before settling on his Omnitrix. Immediately, she froze.

"Hey!" Ben raised his hand to get her attention, starting to slowly joke over. "Can I talk to you for a minute? I'm not evil, I swear, I just want to—"

She cut him off with a sharp scream, chucking her containers at Ben before turning on her heel and sprinting back the way she had come. Her aim was surprisingly good — Ben grunted in pain as the first container, shaped like a curving soup thermos, hit him hard in the gut and knocked the wind out of him. The box hit the ground at broke open, spilling a colorful mixture of minerals among the shattered bits of peranite. The only reason that the other container didn't break was that Ben held it close by default when he protectively huddled around his gut. That would probably be another bruise by morning.

"Unfortunate luck." Tetrax tisked disapprovingly, standing near Ben to push the spilled powder around the ground with his foot. "She gave up her rations. This is a day's worth of minerals and you must be holding her water. The Cafeteria isn't known to be generous — I doubt that there will be any second servings, no matter how convincing her story. She must be very afraid of you. Or, at least, of _speaking _to you." He paused, but when Ben said nothing, a soft smile came to his face. "I would remind you again that the logical decision would be to try your luck elsewhere, but I have this odd feeling that you wouldn't listen to me. You're known for impressing, Ben. What do you think we should do?"

A very good question. Ben rubbed his sore stomach with a grimace, holding up the container for a better look. As Tetrax said, it held water. It was made of a thin, glossy sheet of peranite, and curved inward around the middle twice, like a camel hump. Really, it was a nicer-looking water bottle. Even if Ben was completely incapable of using it, being a carbon-based life form. He shrugged and put it in his pocket. There were no trash cans around, but maybe he could find someone else in need who would like it. That girl was long gone.

"Well, it would help if I was Diamondhead, but that would just lead the group right to me." Ben rubbed his chin thoughtfully. "It's still worth a shot, I guess, but maybe not until I try a few other people. Maybe that girl is _usually _overdramatic?" He laughed awkwardly.

Tetrax arched an eyebrow. "Well," he sighed, "it can't hurt to _try_."

"Gee, thanks for the vote of confidence," Ben muttered sarcastically. Still, when he started off, his temporary partner followed. He had forgotten, in the long stretches of time where they didn't see each other, what a headache Tetrax could be. Then again, Ben supposed that he wasn't the easiest person to work with either.

He stopped near the street corner, peering around to look at the front of the Cafeteria. It was bustling with Petrosapiens now that Ben was gone, which was good. He could use it to his advantage.

"Okay, so here's what I'm thinking," Ben announced, turning to his friend. "When they come this way like that girl did, I try to talk to them, the same as before. But I need to look more approachable. That's probably what scared that girl off last time. Any ideas? You know Petrosapiens better than I do."

There was a brief lull while Tetrax considered it. "It might help to cover that Omnitrix." He pointed to Ben's wrist. "Not that it couldn't help "convince" people to be more loose-lipped, but we don't need rumors of the Omnitrix-user spreading. If a Plumber officer catches wind, we won't be able to evade them forever. But other than that?" He looked Ben up and down critically. "Try to make yourself seem smaller. If a Petrosapien can't register you as a threat, there will be no reason to feel fear, and thus, no reason to run."

Internally, Ben groaned. _Smaller_? He was already tiny compared to Tetrax. What more did these people need? He grabbed the Omnitrix, twisting it so that the face was on the other side of his wrist. It felt weird to have it rest over his pulse. The weight difference was subtle but all too noticeable. And if Ben concentrated, he could have _sworn _that the Omnitrix was thrumming in time with his heart beats, almost as though it had a pulse of its own…

Creepy. But, whatever. He had seen too much to be weirded out by something like that.

"There's not much of a way for me to get any smaller." Ben gestured to his body with an unhappy grimace. His future selves were always ripped, so how did they do it? They really ought to tell him sometime. It was in their best interest, seeing as how they were the same person. "What should we ask about? If they've seen anything suspicious? That seems really broad." And, not that Ben wanted to be judgemental, but they weren't _exactly _in a reputable neighborhood.

Hesitation creased Tetrax's face and his frown deepened. He looked like he was seriously considering the question. "I…" He blinked as realization dawned. "I'm not sure."

That was no help _at all_. Ben almost wanted to snap at him about it — because, _seriously_, how could Tetrax have no ideas? These were his people, his home town. He had even admitted as much! Where did he get off on looking so _confused_?

Before Ben got the chance to vent any of his thoughts, footsteps sounded. A moment later, another Petrosapien rounded the corner empty-handed. This one was male and held himself much more confidently than the person before him had. His expression flickered with brief confusion when he saw them, but he didn't stop walking.

Ben started after him, hand outstretched. "Hey, can I talk to you for a second? I was—"

The guy turned on his heel, grabbing Ben by the hand and pulling him forward, kicking his foot out to swipe his legs out from under him. The hero hit the ground hard, letting out a soundless grunt of pain as the air was knocked from his lungs. The next second, the stranger had joined him and Tetrax was standing over them both with an unimpressed look on his face.

He took in Ben, lying very still and taking shallow breaths to not aggravate his chest, and sighed. "I hope that partner of yours is getting a raise," Tetrax remarked dryly. "Humans are remarkably fragile."

With a huff, Ben flipped himself over onto his front, pushing himself up onto his knees. "Easy for a guy made of diamond to say," he mumbled, stretching his arms above his head with a wince. "Ugh, what is it with the people on this planet and hurting me? Never feels that bad when it's one of my aliens taking the hit."

The second Petrosapien took the fall with a little more grace. He scowled at Tetrax, pushing himself to his feet with a huffed sigh. "Maybe we wouldn't be so inclined to hurt you if you wouldn't try to touch strangers. _Off-worlders_." He rolled his eyes. "Tourists never pay attention. You know what this city was built for, don't you? You have to, if _they_ let you anywhere near this area, so you've gotta be either really brave or really stupid to try sneaking up on one of us." He gave Ben a disdainful look. "And considering where you are right now, the latter option seems more likely."

Maybe it was pity or maybe it hurt his neck to look down at such a sharp angle, but Tetrax finally sighed and offered a hand to pull Ben to his feet. There was that carefulness that the hero was starting to get sick of. Tetrax was so much bigger than Ben that he could only get a good grip by grabbing two of his fingers, and his body was all hard angles and sharp edges, to the point that he kept himself from grabbing Ben back for worry of hurting him. Instead, Tetrax let him hold on and lifted the human easily with the one hand. It was shockingly annoying, but then again, Ben's mood was worsening rapidly. He tried not to think about the implications too much. He was _not _fragile.

"_Anyway_," Ben said through clenched teeth, trying to maintain what remained of his dignity, "I just wanted to ask you some stuff. Who's the "they" you're talking about?"

The guy who had seemed so fearless a moment again stiffened. His eyes widened, then narrowed dangerously. "Depends on who's asking." He curled his fingers into a fist and there was a sharp cracking sound as a thin, razor-sharp blade extended from the back of his hand. "If you Redspots think that I'm dumb enough to fall for this, you really need to step up your interrogation methods."

As soon as he moved to take a step towards Ben, Tetrax cut him off. His hand closed around the blade, squeezing so tightly that both men winced. Almost in an act of defiance, upset with Tetrax constantly protecting him, Ben spoke before his companion could. "We're not Redspots," he promised. "Tetrax grew up here, and I… um, I'm just visiting. Look, all I want to know is what's going on here. Have there been… _missing people_?"

There was a tense pause. A serious frown came to the guy's face and he tugged sharply on the blade that Tetrax was still holding. "Why don't you call off your little guard dog before demanding information that could get me killed, huh, kid?"

Indignation made Ben's face flare up bright red. He started to protest, but Tetrax beat him to it. Releasing the guy, a hard shove to the chest sent him stumbling back. Tetrax was right behind him though, leaning in close and cracking his knuckles sharply. "There. Now, _talk_," he said, a warning in his voice.

Rolling his eyes, Ben walked up and tugged on Tetrax's arm until he begrudgingly lowered it. "And for the record," he said as he crossed his arms, "my name is Ben, not 'kid.'"

Recognition flickered in those dark eyes. "That a fact?" The stranger drawled lazily. He glanced off to the side, reading over the propaganda on the wall almost as though bored. Ben and Tetrax tensed but, surprising them both, the guy chuckled. "Yeah, well… I always figured that you couldn't be all bad if Argyle hated you so much, Ben 10."

"Uh, yeah. Just Ben is fine, thanks." The human frowned. "I want to know what's going on. When I saved this planet a year ago, it wasn't—"

His statement was cut off by a sarcastic snort. "'Saved'? Don't kid yourself. Your meddling is what sent this place spiraling downhill. You brought back _just_ us and our planet. If we hadn't lost so much history, so many _centuries _of infrastructure, then— Then it wouldn't have…" He trailed off, a somber look replacing his anger.

"It wouldn't have…?" Ben prompted him to continue, holding his breath. So it wasn't just the propaganda. Had he done something wrong by bringing them back? They seemed to enjoy being alive, so what had Ben done to insult?

But the stranger only shook his head. "No, it would be unfair to blame it all on you," he stated, though he seemed unhappy to admit it. "This probably would have happened anyway. Yeah, you're right, there's been… _disappearances_. I think they've been going on ever since the planet came back, but I can't prove it or anything. It was more hectic then. More things going wrong. And then, about six months ago, people started getting sick. _Really_ sick. They would always disappear soon after. I've only seen one person come back from it and she never talks about what happened."

He paused. Shooting a wary glance at Tetrax, he bent down a little closer towards Ben's face. He expression was severe. "Between you and me, I think it's the Plumbers doing this. They're the only ones with access to medicine. It's so rare for our kind to be sick, you see, so treatments are expensive and limited. They never help us, but they sure do keep a detailed record on who's sick and who's not." His eyes narrowed. "I don't trust their rations, either. I mine for my own minerals and water. Guarantee that they're not giving us pure calcium and mercury like they keep insisting."

"Mining?" Ben knew that that wasn't the important detail of the little speech he had sat through, but his mind latched onto it anyway. He had a gut feeling that it was important. "Isn't that a lot of hard work to do just because you feel a little paranoid?"

"It used to be easier," he admitted tersely. "Back when I had my brother's help. Then one day, he got sick. Couldn't even restructure his body anymore. And then I woke up one day to see…" He shrugged, making an empty gesture with his hands. "Nothing. Not a thing out of place. He was just gone."

Ben grimaced. He hadn't wanted to dig up an ugly memory. "Sorry. I shouldn't've asked."

The guy nodded, keeping his expression carefully blank. "No, you shouldn't have," he agreed. "It's not all bad, though. He can handle himself. At least the shack is quiet now. Look, I can't afford to say anything more." The subject change, while abrupt, was a relief. Ben relaxed as the awkward atmosphere dissipated. "Not that there's much to say — mostly just whispers and rumors. Anyone who really _knows _anything never sticks around long enough to blab about it. But, uh, good luck." He raised his hand like he wanted to put it on Ben's shoulder but soon thought better of it. His frown lessened some. "You know, you sort of remind me of him. My brother, I mean."

It was such an odd thing to say that it took Ben a moment to formulate a response. "Uh… thanks, I think. Was he younger than you?"

Another nod from him. "Yeah. A full two rotations younger. If you manage to find him, which I doubt you will, then tell him that… that he's missed out on his birthday, alright?"

"Of course," Tetrax replied, surprising Ben with the sympathy on his face. "Thank you for speaking to us. If it will make your life any easier…?" He reached into his pocket, pulling out a slim card. Ben almost thought that it was Credit, but the shape was too narrow and the edges were too rounded.

Shocked, the stranger looked from the card to Tetrax's face and back again, visibly struggling with some sort of decision. "No, I don't need it, " he said finally, shaking his head. "I don't have any use for that. It'll be used better if you just keep it, yeah? But, uh, thanks." He inclined his head politely and, once Tetrax had returned the gesture, turned and resumed his unhurried pace down the street.

Once he had turned the corner and was out of sight, Ben focused his attention on the strange card. "What's that for?" He asked, pointing. "It's not Credit, is it?"

"No." Tetrax shook his head. "I told you, residents of Terces aren't permitted to have Credit. This is a ration card. One serving from the Cafeteria per day. That kid likely had friends that could have benefited from something like that." He tucked it back into his pocket.

The next few seconds passed in complete silence. Slowly, the words suck in and Ben froze. "Residents? Wait, Tetrax, you mean that you live _here_? I thought that you were staying, like, in the capital or with the Plumbers or something!" His jaw came unhinged. But Tetrax was a good person! Why had he been forced to stay in a run-down dump?

Tetrax chuckled good-naturedly, patting Ben on the shoulder roughly. "You always see the good in people, Ben, even when it's not there. I'm a felon, remember? I would have been sent to Incarcecon after my hearing had it not been emptied to make room for Vilgax. And I'm not in the Null Void because your grandfather asked Azmuth to make an appeal for me. After all the things I've done to leave this planet worse off…" A grimace came to his face at the memory. "A lifetime sentence in Terces is too kind."

Ben didn't reply to that. What could he have said, anyway? He felt this awful churning sensation in his gut, like guilt, only he hadn't done anything wrong. Maybe it was what he _hadn't _done. When he remade Petropia the year before, he hadn't stopped to consider how the people would feel when faced with Tetrax, the person who had originally doomed them. If Ben had stuck around after he was done, if he had vouched for Tetrax's change of heart, all the good he had done since, then maybe… How was it fair that Ben was the "Hero of the Universe," and all Tetrax got was begrudging permission to live in a back alley, run-down city?

It wasn't fair. It never was.

"Cheer up," Tetrax encouraged him with forced enthusiasm. "Let's not focus on the past, Ben. There are problems that we can solve _today_, and you've made progress. We learned that the disappearances coincide with a mysterious illness. Odd. Petrosapiens are immune to the effects of bacteria and parasites, which means that the sickness must have some sort of outside help in order to spread." He frowned. "Argyle couldn't start a pandemic. Not on his own."

Right. He had a point. Ben took a deep breath to calm his thoughts. The squirming feeling in his chest was shoved away and ignored. There were more important things at hand.

"Well, if you guys can't be affected by bacteria, then it's probably not airborne like Earth diseases are. It'd have to be given directly, but how would he be able to pull that off? People would notice—" Ben cut himself off.

Something had occurred to him. _People would notice._ What had that guy said, again? '_I've only seen one person come back from it and she never talks about what happened.' _She. Like flicking a switch, it all clicked together, so much so that Ben almost fell over.

"We need to find that crazy old lady," he suddenly announced. "She'll know what's going on. I gotta talk to her."

That got a laugh from Tetrax. Not a chuckle or a snort, but a full-blown clutching-at-your-sides laugh that had your eyes tearing up and made it hard to breathe. When Ben didn't react, Tetrax forced himself to suppress his laughter, though his smile remained. "Were you being serious, Ben? You c-can't be really thinking that we'll get something useful from her ramblings. We should wait here for the next Petrosapien to talk to."

In all fairness, _that _was actually funny to Ben. He rolled his eyes, thinking of how sore his wrists and torso would be in the morning. Talking on Petropia sure did call for a lot of fortitude. And diamond-hard skin.

Movement in Ben's peripheral caught his attention. He turned his head sharply, surprised to see the old woman he had been thinking about watching them from the cover of a nearby alley. She looked equally shocked to have been spotted. Perks of having peripheral vision, unlike Petrosapiens.

Unfortunately, it also scared her. She stiffened and turned, sprinting faster than someone her age ought to be capable of. Ben automatically gave chase.

"You stay here!" He called to Tetrax over his shoulder. "Don't worry about me, I'll be back soon! Try and see what you can do about Argyle's hit pieces!"

He ignored Tetrax's protest, ducking low to avoid a broken peranite awning before sprinting smoothly into the alley after her. She had the advantage of being on familiar ground, but she was also older than Ben and less level-headed. Her frantic sprint was noisy and it left an easy path for Ben to follow.

"Come back! Stop!" Ben called after her, panting. "I just want to talk! _Seriously_, what are you so scared of?"

It would have been more productive to scream at a wall. The woman didn't so much as hesitate, scooping down to grab a discarded mineral container without breaking stride. She didn't look back but chucked it towards Ben's head as hard as she could. He choked on a noise of surprise, throwing himself into a roll to avoid it. At the same time, she abruptly dropped low to the ground and executed a seamless ninety-degree turn onto a branching path. Ben hit the narrow alley's wall, letting out a grunt of unhappiness as he laid sprawled on his back with his arms flung out and his legs bent over his hips and towards his face.

"So that's how it's gonna be, huh?" He grumbled, holding his Omnitrix up to his face. It could always be turned back off after he was finished. In and out, so fast that Mantle would never even know that it had been activated. "Fine! I think Jetray'll be able to give you a run for your money, lady." Ben smirked and, without giving it another thought, activated his watch.

Seconds later, the all-too-familiar transformation was washing over him. His spine elongated, his bones molding with his skin and hardening to a dense and compact body. His head widened, his hair was sucked into his skull, and Ben's facial features receded until his face was flat.

The hero blinked down at his alien body and wasn't at all surprised to see diamond winking back at him. He groaned in annoyance, rolling over and pushing himself up onto his knees. "_Diamondhead? Figures_." He sighed but, knowing that he couldn't afford to waste any more time, quickly got over it and jumped to his feet. Even Diamondhead was more useful in a chase than being Ben.

He held out his hand, focusing on the patch of ground in front of the woman. Without effort, he commanded it to rise, and then there was a thin wall of peranite preventing her from continuing. Diamondhead was hoping for a brief distraction to help him regain the ground that he had already lost. What he _wasn't_ expecting was for her to let out a guttural, animalistic moan of pain and throw herself at the barrier, pounding it with her fists like a child having a tantrum.

Seeing this, Diamondhead raised an eyebrow and his running slowed to a jog and then to a hesitant meander. "_Um…_" he approached her slowly. "_You know, you could just use your abilities to move it. You're a Petrosapien, aren't you?_"

The woman let out a short, mocking laugh. Her mood had changed from fear to annoyance like someone had snapped their fingers. She stayed solely fixated on the barrier, refusing to look at Diamondhead. "So short-sighted," she said, as though disappointed. "Bend all you like, while you can. It won't make _them_ any more merciful."

Alright. So, maybe Tetrax had been right to mock him for this.

Regardless, Ben wasn't the type to admit that he was wrong _or_ to turn back empty-handed. He sighed. "_Look, lady, I just— I mean, can I at least get your nam_e?" Maybe she would respond better if they were on friendly terms.

The woman blinked as though startled, squinting at Diamondhead like she was only then seeing him. Her gaze slid right over his Omnitrix and focused intensely on his eyes. "I've never seen you before," she announced finally. This seemed to satisfy her and she nodded like she had worked through something immeasurably complex. "Of course, no wonder you smell so purple. Ah, the innocence of youth…" A dizzy smile came to her face.

The good news was that she was talking to him now. The bad news was that he had no idea what she was saying.

"_No, your name_," Diamondhead stressed. "_Can you at least tell me a vague, rhyme-y poem as a clue or some kind of mysterious hint? I'm a good guesser, promise_."

She ignored him, pressing her ear up against the peranite barrier and listening intently to something that must have been on the other side. "Don't over think things — it doesn't suit you. Names are to me and you what spoiled eggs are to mattresses."

The conversation was going nowhere fast. Frustration threatened, but Diamondhead bit it down. "_They're what_? _Irrelevant and completely unrelated?_" He asked sarcastically. He thought that she was emotionally traumatized by a horrific event. How could she be so calm?

"Exactly!" She agreed. Seemingly satisfied with whatever she had heard from the peranite barrier, she started scraping her fingers against it, catching the flaking pieces in her outstretched palm. "You can't catch sunlight with a hat, so stop trying to." She tilted her head back, pouring the shreds from the wall into her mouth.

That made sense. Sort of. Not really, actually, but Diamondhead went quiet, thinking about what she had said. If he could think like her, maybe he could find something useful locked in her subconscious. It was still a long shot, but he had a good feeling about this. She wouldn't have broken down crying at the sight of him were it not for something that left an impact.

"_I see_," Diamondhead said slowly. He paused. "_You look like you've been sick. How long have you felt like… this?_"

She pressed her back to the wall, sliding down it to sit. Her legs were crossed and she reached into her cloak, pulling out a small bundle of what looked to be pocket lint. The disgust on Diamondhead's face was ignored as she proceeded to pet it like it was an animal. "Relatively long. It's all been long since they took him."

He perked up. Yes, finally, something he could use! "_Who's he? Someone close to you?_"

"Close? Maybe." She gave a dismissive wave. "It's so hard to be sure. How much of our time together was wasted with lying? Did I even really know him, or love him, or love the idea of him?" She let out a sad sigh.

Ben was trying to remain calm and not get snippy, but it was kind of difficult when he was under a time constraint. Mantle would be looking for him and he had no idea how long it would be until he was found. He took a deep breath, trying hard to think. He must be asking the wrong questions. It had to be something he was missing.

"_Where is he now?_" Diamondhead gestured flippantly around them. "_I'm sure he wants to see you. Why isn't he here?_"

She copied his gesture, only doing it upward. "In that dark place. The burning, the stinging, the agony… Him, and all the others. Sick and gone. Buried, like I was. This world didn't deserve them." Sniffling (even though Ben knew for a fact that Petrosapiens couldn't cry), she let out a sad sigh.

It was hard to tell what was metaphorical and what was useful information. Somehow, Ben doubted that they were all buried underground somewhere. It was definitely somewhere "dark," though he wasn't sure if that meant a lack of light or if it was just depressing. Probably both, knowing his luck.

"_Okay, um— who took him? Them? Did someone come for you once you got sick?_" Diamondhead pressed forward. Maybe it was his imagination, but he could have sworn that there were footsteps echoing through the alley. Were they narrowing in on his position?

"The white," she supplied. There was a faraway look in her darkened eyes as she got lost in her memory. "So very white… Their bodies, the cells, the cure… All of it was white. Harsh. Stagnant. Here, it's blue. Calm. Familiar. He was unhappy and forced me to leave, but I think that I traded up. He has to stay in the white darkness now, all because he was too weak to follow the path carved through the stars."

Whether she knew it or not, the vague phrasing was being helpful. Diamondhead couldn't help but grin. "_So, you escaped? He helped you, didn't he? You can tell me if it was someone else. I'm not going to tell anyone,_" he promised.

But the woman only chuckled, waving her finger and tisking. "_Not a 'he,'_" she said in a sing-songy tone. "He was forceful and demanding. Patience became Salvation. All of this misery, I owe to her. And she loves taking credit."

A beat passed. Ben almost deactivated the Omnitrix and left with the bits of information he had managed to unwillingly pry from her. He might have, had it not been for something tickling the back of his mind, a snippet of an already-distant memory. '"_I can't believe Patience wasted six months defending you."'_ Of course.

"_Patience is a _person," Diamondhead muttered in awe. His eyes grew wide. "_You know who she is? What can you tell me about her?_"

"I can tell you all that you need to know," a voice from behind him suddenly announced. Almost falling over with surprise, Diamondhead turned to lock eyes with a furious Mantle. He had his arms crossed over his chest, a glare fixed on his face that could melt steel. "Patience Stronghead was a high-ranking Magister here on Petropia. Before the destruction of our world and our species, she was the Magister in charge of all Plumber activities on our planet. Six months ago, Magister Argyle challenged her for the position. It was a brutal fight. She fought well — better than anyone on the planet could have — but in the end, only one of them survived, and _he _is the one that you'll be answering to once my report of yours and your partners' insubordination reaches him."

The silence that followed was broken only by the shrill beeping of the Omnitrix. A wave of energy washed over him, and once the light faded, Ben stood in place of Diamondhead with a fake look of surprise. "Woah, the Omnitrix powered back up! Thank goodness you found me, Mantle, I thought that I would be lost here for sure after I got separated from you guys during that fight." He managed an awkward laugh, smiling innocently.

Mantle raised an unimpressed eyebrow. His gaze slid over to the old woman's. "So you're harassing citizens about our fallen political figureheads because…?"

A nervous shrug was offered. "Haha, well, um… it started as me asking her for directions, but it got a little side-tracked. Thanks for the history lesson, though. You don't have to tell Argyle about this, do you, Mantle? I mean, what's a little mistake between _buddies_?"

The Corporal shook his head in disappointment, but all Ben cared about was that he hadn't said _no_. As far as he cared, the less that Argyle knew about his suspicions, the better. He knew that the Plumbers had definitely been involved in this weird "sickness," that people who had it went missing, and that they were being held somewhere "dark" and "white." Not very helpful, maybe, but Ben wasn't in the position to be picky. He hoped that he could get Grandpa Max to take this seriously once they were back on Earth and not at risk of constantly being monitored by a corrupt government.

Eventually, Mantle let out a weary sigh. He placed a comforting smile on his face, approaching the old woman with his hand outstretched invitingly. The look in her eyes was one of abject horror, but Ben didn't get the chance to warn Mantle against what he was doing.

He started to speak — likely an apology or something comforting — but the woman suddenly let out a shriek, flinging her leg out to catch him square in the jaw as he bent over her. She had started sobbing again, flailing wildly as she hunched up and pressed herself further into the corner. "_No more, no more!_" She screamed. "_I'm free, beyond you, far away, not far enough! No more water, no more water, no more water!_"

Glaring, Mantle swore under his breath, wiping off his mouth. There was a small chip in his lower lip where she had made harsh contact.

Unable to help himself, Ben chuckled and let out a low whistle. "Wow, I like her more already!" He cut himself off when Mantle turned that glare to him, standing up straighter and crossing his arms over his chest. Despite his underwhelming height, Ben was still hoping that he looked intimidating. "So, uh, how exactly do you guys deal with hysterical citizens around here? Purely for survey purposes, of course."

That question seemed to get the heat off of him, at least for the moment. Mantle hesitated, looking skeptically at the woman having a panic attack because he had leaned in a little too close. He sighed, rolling his eyes and pulling a few ration cards from his belt. He knelt down, maintaining a more reasonable distance this time, and offered them to her. "Ma'am, I apologize for this inconvenience. If you would like more rations, I want to extend my deepest apologies for—"

This time, when she shot her foot out, it caught Mantle in the wrist. He grunted in pain and the ration cards were sent flying, smacking dully into the walls of the alley. "_No!_" The woman howled as though burned and recoiled. "_Can't trust, don't trust, won't trust! Not while it's in the water! It's in the water!_" She jumped to her feet, shouldering past the two of them easily and taking off back the way she originally came.

"Delusional…" Mantle muttered the rest under his breath with a slow shake of the head. "Follow me, Tennyson, "sir." I'll get you and your "malfunctioning Omnitrix" back to the group. I assume you have no objections to that?" He smirked, as though expecting Ben to be dumb enough to rise to the obvious bait.

"None what so over," Ben replied without a hint of sarcasm. "Lead on, Corporal."

He did, albeit dejectedly. It felt like Mantle would prefer to be leading Ben away in chains, but he kept his hands to himself and mostly stuck to impatient gesturing when he felt that the human was moving too slowly.

They wound their way back through the branching alleys. Ben hadn't realized before how far in they had managed to go. It felt like a shorter distance when he was running and hyped up on adrenaline. Walking, it must have taken around ten minutes to empty back out onto an actual street. And even then, Ben had no idea where they were. Everything sort of looked the same, what with all the peranite, but even so. He wasn't anywhere near the Cafeteria. Had Mantle planned that on purpose, or was it coincidental?

"Ah, here we are." Mantle relaxed, pointing towards the group that was waiting for them. Tetrax was with them, which was reassuring. "Your friends are waiting for you, Tennyson. You ought to enjoy it while you're still allowed on our planet."

It was a threat, to be sure, but Ben wasn't worried. His name carried too much weight for an entire planet to be allowed to ban him. And, if Argyle was truly the mastermind that he was beginning to appear as, then he would know that banning Ben from Petropia would only look more suspicious than he already was. No sense in fanning the flames.

"Ben!" Rook rushed over to meet their approach, placing both hands on his partner's shoulders. It took less than a second for his gaze to lock onto the bruises encircling the human's wrists. His eyes narrowed and, abruptly, Rook had grabbed Ben by the jaw. Ignoring the hero's protests, he leaned in close to get a look at his pupils before pulling away to give his partner a thorough look over. His face was creased with displeasure, only further upset when he noticed the missing section of Ben's pant leg and the faint bruises forming underneath. "I cannot let you out of my sight for even a moment, can I? How did you manage to hurt yourself like this simply by wandering the streets? It must truly be a talent."

The fluttering mother hen approach caused Ben to turn red, but he said nothing. Rook had been more stressed than usual recently, likely due to his recent promotion to Magister and the heavy implications of their assignment to Petropia in the first place. Whatever it was, Ben wasn't the type to pry. And if a few minutes to make sure that his partner's heart was still beating would make Rook feel better, then Ben would keep his mouth shut and allow it.

"I'm _fine_," Ben groaned, firmly yanking his jaw from Rook's grip. "Just because the Omnitrix wasn't working doesn't mean that I'm helpless, Rook. I… had a few run-ins with the locals, that's all. But it's fine, Tetrax was there to help me out." He beamed at his friend, who managed a tense nod in return. Mantle's glare only grew more severe as Ben raised his hands in a placating gesture. "Yeah, uh, but I totally learned my lesson about separating from the group. I'd _never _let that happen a second time."

Nothing was offered from Mantle in response. Of the three cadets, only Popagai seemed pleased. Igneous was avoiding looking at them and Kimberlite looked as annoyed as ever.

"Jeez," Ben remarked dryly. "Don't greet me all at once, guys."

"Enough!" Mantle snapped, stalking past Ben and Rook both. He got right up into Tetrax's face, sneering with an intensity that could curdle milk. "You're here on request of Magister Tennyson _only_, understand? You're not to be wandering out of sight and you're especially _not _to be wasting this group's valuable time with your antics. No one wants to stay here any longer than absolutely necessary." A cruel smirk came to his face. "Or did you forget what started you on your dark path to begin with?"

Tetrax said nothing. He folded his arms over his chest and looked hard at a point over Mantle's shoulder. If he had even _heard _Mantle, then there was no indication.

A tense moment passed before the Corporal scoffed and turned away. He pointed an accusatory finger at Rook, though his indignancy from before had faded somewhat. "You. Learn to keep an eye on your partner. Because if I have to start reining him in, I can guarantee that neither of you will like my methods." Satisfied, he turned sharply and started away. "Come on, pick up the pace! We were supposed to be on our way back already!"

They followed him, falling into the familiar pattern — Plumbers forming a perimeter and the three outsiders in the center. After what happened, Tetrax didn't dare risk getting close, but Ben could tell that he was listening. Everyone seemed to turn their attention to Ben as soon as Rook opened his mouth and asked, "Did you run into anything interesting while you were lost?"

There was a glint of humor in Rook's eyes when Ben turned to glare at him. They both knew that "I'll tell you later" wasn't an acceptable answer. Mantle was going to need something non-incriminating to report to Argyle later. But that didn't mean that Ben had to enjoy being put on the spot.

"Oh, nothing dramatic," Ben answered with a lazy shrug. "I think I might've said something culturally insensitive. Would explain the bruising around my lungs, anyway. And, um, these came from an over-enthusiastic fan." He laughed weakly, flashing the unsightly bruises around his wrist that had caught Rook's attention to begin with. "It doesn't hurt, though. Oh! And, someone gave me this." He fished into his pocket and pulled out the peranite cylinder.

When Rook held out his hand for it, Ben handed it over without qualm. "Interesting," the Revonnahgander remarked. "This must be how the city receives ample water and minerals. Very enlightening. It seems that your detour did some good for our report, after all." He passed the bottle back to Ben. The smile on his face was hiding how anxious he was to find out what had actually happened. But their shower trick wouldn't work a second time, especially not following the little stunt they just pulled. They would need a more creative plan next time. For the moment, their conversation lapsed into an anticipatory silence.

Ben held the water bottle up to his face, barely an inch away. He squinted at the clear liquid through the thin peranite container. '"_It's in the water," huh?' _He mused. With a shrug, he slipped it into his pocket and paid it no mind.

* * *

**A/N: I'm hoping that you guys got all that because I won't be repeating myself. **

**But in all seriousness, if at any point in the story you're confused or don't understand something, please leave a comment asking about it. I'll either message you my explanation, detail it in an author's note, or it will be brought up in future chapters.**

**I'm about 97% sure that there are no plot holes and that this story is water-tight, but I might not explain all of the reasons behind certain decisions as well as I could so it's **_**very important **_**that you ask about it. For my peace of mind, I'd appreciate it. **

**Chapter Seven: **_**Acid Test**_


	7. Acid Test

"If you bounce that ball one more time," Rook said through clenched teeth, eyebrow twitching, "I will be forced to take it from you." His grip on the pen was so tight that Rook's knuckles were aching and the pen itself was groaning in protest. How it hadn't snapped yet was beyond Rook.

Ben paused the steady bouncing. He was surprised, but only for a moment, as he looked his partner dead in the eye, smirked, and bounced the ball hard against the wall again.

Whoever had given that ball to him was ruined, but not nearly as much as Ben was about to be.

In a split second, Rook was on his feet, dropping his notebook and pen on the bed to swipe the ball from midair when Ben went to bounce it again. "It really was not a request," he stated with a pointed look at his unimpressed partner. "You may have this back once I am finished detailing our report. Is there anything else you would like for me to write down?"

Folding his arms over his chest, Ben made a show of pouting as he stuck his tongue out at Rook childishly. "Yeah. Write that Rook is a jerk who won't let his partner have fun, even though this room is _literally _the most boring place I've ever been stuck." He kicked his legs up, falling back on the peranite bed dramatically.

Of course, the bed was crystal, and the pillow provided didn't do much to shield his head from the feeling of impact. Rook bit back a small chuckle as Ben grumbled in pain, rubbing the forming bump. Karma was sweet.

Rook put the ball down next to his things, satisfied with the peace and quiet settling over them. The room might have been boring, what with only featuring two colors, but Rook thought that it was the ideal place to work. They were only on Petropia for a job, after all, as much as Ben liked to ignore that little detail.

"Here. I have written down what I can remember from our visit to the middle-class city, Circe. Feel free to add what you like." Carefully, Rook tore that page from his notepad, offering it and a second pen to Ben before sitting back down on his own bed.

The grumbling stopped and Ben sat up, running a hand through his hair wearily as his eyes barely skimmed Rook's neat, prim handwriting. "What, you mean that second city we visited? Before Terces? But that place was so _boring_!" His voice tilted up in a high-pitched whine as he fell back against the bed again, clearly not having learned his lesson if his involuntary wince was any indication. "Why do we have to be so detailed, anyway? Can't we just give the Plumbers a thumbs up or green light or something? We could be doing a million things other than writing a report, Rook. We're on another _planet_. Why not leave the homework for later?"

"If I do," Rook replied without looking up from his notes, "I may forget something crucial. I want the full report to be as complete as possible, which means that I require your input. It will not kill you to spend a few minutes writing."

More unhappy grumbling came from his partner, but Ben made himself comfortable and started filling out the page. It gave Rook about two minutes of blissful silence before Ben crumpled the paper into a ball and tossed it back over to him. It caught Rook's on the cheek, rebounding to rest neatly at the foot of his bed. He sent a displeased glare towards Ben, but the human had already closed his eyes and folded his hands behind his head, relaxing into the perfect picture of spurious serenity. Ben held himself still, only allowing a faint smirk as he heard Rook sigh in defeat and open the paper.

At the top of the torn page, there was Rook's writing: _Describe what you learned from Terces_, he had asked.

If nothing else, Ben had provided, in the form of a cramped, sloppily-written list:

* * *

– _propaganda of me, prob spread thx to head honcho  
_– _ppl are rly easily spooked™  
_– _not allowed to have credit, just food stamps  
_– _ppl r def. being snapped by the illuminaughty  
_– _talked to a guy who lowkey lost his lil bro (was vry sad)  
_– _also old woman w/ lived thro a kidnapping n escaped  
_– _disappearances tie in with some sort of sick?  
_– _maybe more, but i dont remember (shrug emoji)_

* * *

A grimace was on Rook's face the entire time that he spent reading through that. He had learned something very valuable that day: that Ben wrote the same way that he texted and also, that both were equally unintelligible. Assuming that any of the cameras Argyle had in the room could make out what had been written and that a Plumber on the planet could read English, they would never be able to understand it. Rook barely grasped it, and his comprehension was only possible because he had been forced to suffer through Ben's slang and unfunny jokes and bad grammar and poor spelling for over a year.

"I see," Rook said aloud once he'd finally digested the information. Ben cracked an eye open, glancing at him with a supremely smug smirk. "Very illuminating. I will make sure that Magister Tennyson hears of this once all of the paperwork is filled."

"Sweet," acknowledged Ben with a tilt of the head. He sat up, grabbing the edge of the bed and swinging his legs over the side. While he talked, he kicked them gently back and forth. "You can take a break now, right? I think that we're getting our breakfast rations soon. I mean, assuming that Warden Mantle remembers we're here. Plus, I wanted your help with something before he got here."

Now, why couldn't he have put _that _on the paper instead of incomprehensible garbage? Rook bit back a sigh, begrudgingly folding his report away to be completed later. Likely, when Ben went to sleep. "Is it anything serious?"

Ben paused with his hand in his pocket, hesitating. "Uh, _maybe_? I'm not sure if it's important or not, but..." He drew out the water bottle from the day before, holding it up for Rook to get a good look. "I've been trying to open it, see?" He pointed to the top as if trying to highlight burn marks or scratches, but the peranite looked as pristine as ever. "But," Ben continued, oblivious, "I guess I'm not strong enough. I heard from some of the locals that the water isn't… _great _quality and I wanted you to scan it with your Proto-Tool and see what's in it. Because unless this planet has issues with smog and pollution, it should be pure H2O, right?"

Considering it, Rook was silent, but he soon nodded and stood up. "That is sound logic. I should be able to open it, if I may?" He held his hand out and caught the bottle when Ben tossed it.

Rook grabbed his Proto-Tool from where it rested against his bed, having been taken apart and thoroughly cleaned the night before, the way that he always cared for it. It clicked snugly into place against his back, shifting into a blaster that rested daintily on Rook's shoulder. He adjusted the settings on the side, increasing the intensity and longevity of the blast and narrowing it to a single focus point. Now with a defacto laser ready to fire, Rook gestured for Ben to scoot closer to the wall as he held the bottle up towards the far wall. Just in case this went horribly wrong, he would prefer that Ben not be caught in the blast, what with his flammable clothes being the only viable thing in the room that flames could use as fuel.

With a neat shift of his torso, the laser fired and sliced smoothly through the top of the bottle. The good news was that peranite conducted neither heat nor electricity. The water inside had begun to boil from the heat, but Rook didn't feel it. Unfortunately, his little trial had left a part of their wall melted, but that was a problem for another day.

"_Voilà_!" Rook announced with a grin, turning to Ben as he neatly slid the severed top of the bottle off.

His partner chuckled, leaning forward to grab both pieces. "Wow, I'm impressed. You actually used that phrase correctly," he joked. Ben ran his thumb over the lip of the broken bottle, absently feeling the grooves that had formed when the melted material quickly hardened. "You _do _have a scanner in your Proto-Tool, right? I don't want to drink this and then find out after that it's toxic to humans."

The notion that Ben would have even _considered _drinking water that he received from a stranger in a city reputable for housing criminals was almost surprising to Rook. Almost. But then he glanced over his partner and decided that, yes, Ben Tennyson would most definitely do that if he had no other way to measure the water quality.

Once the Proto-Tool had finished cooling itself off, Rook detached it from his shoulder plate and easily transformed it into a scanner. "Of course I do," he replied matter-of-factly. "No Plumber should ever be without one." That made Ben roll his eyes, but he remained silent. Rook held the scanner up over the opened bottle, pulling it back once he had a good reading.

The results took a minute, but the analytics made Rook frown. "Interesting," he remarked, although the proper adjective was closer to, '_concerning.'_ "This says that while the contents are 99% H2O, there is an unknown chemical component. I have never scanned it, so I could not say what it is, but…" He trailed off.

"But we should definitely find out," Ben finished. His expression had gone from playful to severe at a snap of the fingers. "Can we ask Mantle? I mean, maybe the scanners in the lab here can give us a better report. If it's from this planet, they've probably seen it before."

"A good idea. But I thought that we were not supposed to confide in Mantle for things like this." He gestured to the results on his scanner for emphasis. "I am not convinced that he will even agree. Regardless, you can be certain that Argyle will hear of this. Whatever _this _is, at any rate." Rook shrugged helplessly.

The statement, truthful though it made be, made Ben's face crease with displeasure. "Well, yeah, I just… what other option do we really have? Those results are a jumble of numbers and letters. We need something to translate it into English for us since your scanner can't. And besides…" Ben narrowed his eyes, gaze turning dark. "I'm willing to bet that Argyle is already well-aware of… _this_."

Now it was Rook's turn to grimace. Despite the evidence, he still didn't like the idea of Argyle being the perpetrator in all of this. He was a Magister, after all, a very well-respected rank for a Plumber. Rook didn't like accepting that someone who shared the same title as he could also be so corrupt and vile. Ben had mentioned an illness affecting the people, and if this chemical turned out to be something dangerous, it had already been consumed by every citizen of Terces. More, depending on how far the bottling company distributed rations. _This_, as they were calling it, could quickly become a disaster on a global level.

Unwittingly, Rook gave a curt nod. "Right. There is not much point in pretending when we should be fixing this catastrophe."

That got him a smile from Ben as the hero climbed to his feet. "That's the spirit," he joked, clapping Rook on the shoulder with his free hand. "C'mon. We passed the lab during the tour. Let's see if we can find it." He gestured for Rook to follow, already starting towards the door.

"Were we not planning to wait for Mantle?" Rook protested though he had already trailed along after Ben.

The human shrugged dismissively, a familiar smirk replacing his downtrodden look. Rook didn't want to admit how much that relieved him. "Doesn't matter. He'll find us as long as we're still inside the base. It's not like they can actually keep us here." He held the Omnitrix up to the room's scanner and the door slid open with a smooth whir. If it were possible, Ben's grin widened. "See? C'mon, the sooner we get there, the sooner we get our answers."

Their partnership was rubbing off on Rook in all the wrong ways. His concerns vanished as easily as flicking his wrist and he found himself, albeit only slightly, sharing Ben's smile. "Lead on then, _'Hero of Heroes.'_"

Hearing one of his many superfluous titles, Ben rolled his eyes good-naturedly. He slipped out the door, with Rook closing it behind them. It might buy them an extra second, which they could need if Mantle wasn't feeling very cooperative. Especially after Ben's outing in Terces the day before.

Finding the lab didn't take as long as Rook had been expecting. As it turned out, Ben's strategy of "follow the people with lab coats and a look of superiority," worked fairly well. Before long, they were rounding a corner to find pristine, glass-like sliding doors, the room beyond filled with to the brim with sterile white and steel.

"We found it," announced Rook, stating the obvious. "Now what?"

Ben paused, glancing behind him as though expecting Mantle to barrel down the hallway going full speed at any moment. "I'm not sure. To be honest, I didn't think we'd get this far," he admitted. "But how hard can it be? Just act like you belong and they won't question you."

Deadpan, all Rook could muster was a raised eyebrow. "You are Ben 10," he remarked dryly. "I imagine that there will be _many_ questions, regardless of your behavior."

But Ben had already started forward, tuning his partner out. He tried the Omnitrix on the door's scanner and, to the surprise of both of them, it slid open with a barely audible click. Ben grinned, shooting Rook a thumbs up before starting inside. The Revonnahgander could do little more than sigh and shake his head before following after.

As predicted, Ben hasn't taken more than five steps before someone moved to block their path. "Excuse me," the woman said condescendingly as she adjusted a thin pair of spectacles. "Do you have _permission_ to be in here, sirs? We're very busy and we don't need any _unforeseeable mishaps_ to interrupt our delicate work." The evident note of disdain in her expression said that she was well aware of Ben's "less than by the books" reputation when it came to safety.

"Of course I've got permission." Ben rolled his eyes playfully, holding his wrist out to display the Omnitrix. "Permission to do what I want, right?" It was supposed to be a joke, but his smile fell when the Petrosapien only narrowed her eyes.

She laughed mockingly, reaching out to gently force Ben's hand back down to his side. Abruptly, the laughter stopped. "Not universally. For the lab, I'm afraid that you need _real _authorization. You understand." Firmly, she gestured for them to step back, towards the doors that they had come through a few seconds ago.

"They have permission," a voice interrupted them. All three focused on the newcomer. Igneous stood there with a look of exasperation on his face. "Corporal Mantle has given them access to the lab, so long as an authorized individual can keep an eye on them." He managed a tight smile. "So, here I am. Don't worry, Constanite, I'll make sure they don't wander into the test areas or something."

There was a pause, then she let out an unimpressed huff. "I'm on my shift, cadet. It's _Professor_." But she had a smile on her face, giving Igneous a meaningful look before adjusting her glasses once more and turning back to her job. "So long as nothing breaks, I won't refuse the Corporal."

The few other scientists who had been watching similarly looked away. Holding back how impressed he was, Ben turned to the cadet with his jaw unhinged "Why did you do that?" He asked, eyes big. "You didn't have to and Mantle'll have a cow when he finds out. How come you're helping us?"

Igneous shrugged. "If it's all the same with you, after the way yesterday went, I'd like to keep some secrets to myself. You don't have to trust me if you don't want to, but that'll probably only buy you five minutes until Mantle works it out and gets here. So, whatever it is you two wanted to do in the lab, I'd do it soon. I may be able to keep the ladies at bay, but I doubt my charm will have much effect on my superior." He winked at Constanite when she tried to sneak a glance at him. Her only response was to duck her face and skirt to the room over.

Before Ben could reply, Rook beat him to it. He gave a brief nod. "Thank you. We will be finished quickly." He took the open water bottle from Ben's hands, leaving Igneous waiting by the door as he crossed the room to one of the less-impressive devices in the lab.

Already familiarized with the technology, Rook took one of the clean microscope slides waiting by the side and carefully dropped a bit of water onto it. The water bottle was unceremoniously shoved back into Ben's hands as Rook busied himself with setting up the quantum scanner.

"Okay, using your Proto-Tool, I can understand," interrupted Ben, "but how do you know how to use this lab stuff? What _didn't _they teach you at Plumbers Academy?"

Rook hesitated. He had never admitted the truth about his training to Ben, mostly because Magister Tennyson had requested that he avoid doing so, for his grandson's peace of mind — something about not wanting Ben to know that his partner had been decided months in advance and carefully tailored to fit his unique "needs." As a result, Rook could use scanners and trackers and batons and nets and lasers and guns and much, much more than the average Plumber. All because he had been required to. Being Ben 10's partner was a full-time commitment that demanded some of the most intensive training the Plumber academy had to offer.

He said none of this out loud. To Ben, Rook's reply was, "A Plumber is well-versed in many subjects, Ben. There is a lot that you do not yet know about me."

It wasn't technically a lie. The subject was subsequently dropped. Ben went quiet, digesting this information while Rook started analyzing. The device did the work for him, as all he had to do was insert the slide and watch while it separated and spat out results for each individual molecule. The whole process took no longer than a few minutes.

"Ah, here we are." Rook relaxed. With a flick of a few buttons, the molecular strand of his choice came into crisp clarity. Words appeared off to the side in such rapid succession that it took a moment to recognize that it was all written in Petropia's language. Another moment was spent changing the language, but then the results read clear as day. Underneath his fur, Rook felt himself pale and go cold.

For Ben, confusion hit before horror. He blinked, grimacing as he muddled through the seven-syllable words. Even without the dictionary of a chemist though, the meaning was blatant. It was obvious when Ben understood because his entire body went rigid.

"That can't be right. Tell me I'm reading that wrong, Rook." The hand that his partner had on Rook's shoulders tightened until his knuckles were white and shaking. It had to hurt for Ben, but he gave no indication of it. He only stood very, very still.

All Rook could do was shake his head. "There is no use denying what we both know to be correct," he said evenly.

The chemical name was something stupidly long and complex that obviously hadn't translated smoothly, but that wasn't what had Rook tense with anger. It was a biological chemical found only on Terces and produced exclusively by _Congeries sicarius_. It was a name that Rook recognized faintly from Popagai's description of the Red Sleep. Evidentally, Ben did, too.

Without turning, Rook knew that the look on his partner's face would be nothing short of furious. "So what you're saying," Ben said slowly, "is that these people _aren't_ sick, they're just being eaten from the inside out?"

Eyes wide, Rook nodded. "It does appear that way, yes."

Heavy footsteps had them turning their heads. Mantle came bursting into the lab with intention in his eyes, his usual glare only deepening as he caught sight of their hands on the machine. Like he had been burned, Rook immediately let go, but it had no effect on placating the furious corporal.

"What do you think you're doing?" He asked, marching over to them like a man on a mission. "We have a very strict schedule to keep to and with this little stunt plus what happened yesterday I've just about had it with—" Mantle cut himself off, eyeing the water bottle in Ben's hand and then the machine, still quietly whirring away. "What exactly are you using the quantum analyzer for?"

Anger was not an emotion that Ben handled well. Before he could even open his mouth, Rook clamped a hand over his face to quiet him, forcing a smile that Mantle didn't buy for a second. "We are analyzing the water resource of Terces from the bottle which Ben acquired yesterday for our report. However, our scan showed an unusual chemical component. If you would look at it, perhaps you could explain it to us? Our report will need to detail whether it is dangerous or not."

Thankfully, Rook had appealed to Mantle's two biggest weaknesses: his ego and his need to prove himself. He puffed up like a strutting peacock, stepping between Ben and Rook and forcing the two to part as he looked at the screen. "Of course I can. But this habit of sneaking off cannot keep being excused. Anyway…" He changed the language back to one that he could read, frowning as he quickly glanced over the details.

The implications were slow to register. Mantle read over it once, twice, then blinked hard and did it a third time. His mouth opened in shock, but otherwise, there was no outward reaction. He froze.

After a moment, Ben rolled his eyes, impatient. He made a sort of annoyed gesture at Rook, who only shrugged. Biting back a sigh, the hero tapped Mantle pointedly on the shoulder. No reaction. "So, is this stuff normal in your water or what?" He asked sarcastically, already very much aware of the answer.

Coming back to himself very gradually, Mantle shook his head. "No," he replied softly. "No, it's not. This is…" He forced himself to take a deep breath, straightening up as his expression grew severe. "We need to bring this to Magister Argyle's attention right away. This could very easily become a slaughter if left unchecked." He turned sharply, starting right back out of the lab at a rapid pace. Ben and Rook hesitated for a second before following.

"The traces of that chemical are really faint," Ben remarked, having to jog to keep up with Mantle's long strides. "How long can that be in the water before it starts doing real harm?"

"Not as long as you might think." Mantle sped past his three cadets, who were waiting with Tetrax out in the non-restricted hallway. He didn't spare them so much as a nod and, confused, they trailed along after him silently. "Red Sleep venom is incredibly bad for Petrosapiens. On skin, the effect might not be so severe, but because it's in the water supply, it is absorbed into every bit of the body. Over time, likely not even a few weeks, side effects will become obvious. If enough is ingested, it can permanently cripple a Petrosapien's natural ability to manipulate peranite or even their own bodies, stunting both growth and healing. And in high amounts, a person's insides will dissolve into slush."

Ben looked properly horrified. Even Rook felt a little queasy. "That's awful," the hero breathed. "Is it reversible at all?" At that moment, it looked like he might give anything for the answer to be "_yes."_

For better or worse, he received no answer at all. They kept on in silence, marching up several floors and down twisting halls. The journey itself took several minutes with how big the base was, but Rook barely noticed. His thoughts were buzzing loud enough to block out all else. He only noticed how far they had traveled once they stopped and Rook realized that they were on the very top floor. That was where Argyle's office was, after all. High above everything else, lording over them like some malevolent god.

How fitting.

Here, Mantle showed the first bit of hesitance. He stopped right outside the door, fist raised to knock and paused. A frown came to his face, as though he were weighing the options. When it looked like he was going to turn around and give up, the incredulous look on Ben's face turned to one of exasperation.

"Oh, for the love of—! Move over, I'll do it." Ben squeezed around Mantle easily, shoving his Omnitrix against the door scanner. It opened immediately, sliding up to reveal a darkened, but otherwise normal-looking, office. Mantel's protests died in his throat.

Without waiting for permission, Ben stormed in. Rook had been his partner long enough to know that he ought to follow. Tetrax was right at his heels, with Mantle hurrying after and the cadets still rooted to the spot. Given Argyle's reputation, Rook didn't blame them. The door slid shut behind them with a soft whir.

It was immediately obvious that they were interrupting. Argyle had cut himself off mid-sentence once the door opened and he was soon on his feet, furious. "What is the meaning of this?" He snapped. His eyes played over each of them in turn before settling on Mantle. "I expect better from you, Corporal. You are well aware that I requested not to be disturbed for the next hour."

Mantle couldn't even make eye contact with his superior, the shame was so great. Seeing this only seemed to upset Ben further. He held no fondness for Mantle, and yet, he positioned himself between both Petrosapiens and met Argyle's glare with one of his own.

"It's important," he said tensely, swallowing his frustration in an effort to be diplomatic. "I think you can afford to waste a few minutes on this."

The atmosphere was so heavy that it felt like the silence would never end. No one spoke, and Ben and Argyle refused to lessen their glares. It was only when the computer perched on Argyle's desk buzzed to life that the spell was broken.

"_Argyle?" _A high-pitched voice asked. "_Who else is speaking? There had better not be someone else in the room. We agreed that communication between us was to be _private_."_

With Ben as keyed up as he was, Rook wasn't surprised to see him roll his eyes. "Really, this is the oh-so-important thing that you're putting before your people? _A phone call_?" He snapped at Argyle. And before anyone could move to stop him, Ben reached out and grabbed the computer monitor, whirling it around so he could look at who was speaking. "What's so urgent that you can't just hang up and..." He blinked, momentarily stunned. "...call again later?"

The alien on screen was a Nemuina, the same species as the transformation that Ben called Pesky Dust. Seeing them off of their planet was rare, and seeing them deal with another species was even rarer. Nemuinas had a bit of a superiority complex, which was to be expected, given how most every being in the galaxy feared them. No one enjoyed having their minds toyed with and Nemuinas treated other beings as little more than tools for their own amusement. Even Rook couldn't hold back the surprise of seeing one on Argyle's screen.

This Nemuina was female, no doubt. She had deep pink wings, flecked with red. Maybe it was Rook's imagination, but they looked unnatural, like blood splatters. Her skin was pale lavender, her hair buzzed short and so dark that it was almost indigo. The colors were certainly unique — even the marks on her cheeks and chin were unusual, being a deep scarlet. But the thing that stood out the most was her teeth. Her mouth was filled with purposefully sharpened canines and when she smiled, there was a noticeable recoil.

"_Well, lookie here,"_ the Nemuina trilled in a way that sent shivers down Rook's spine. She leered at Ben the way that a starving man looked at steak. "Ben 10_? Argyle, you've been holding out on me! I've been waiting to meet you for far too long, Tennyson. Can I call you Ben? Surely we're on a first name basis."_

Ben did that funny thing that he did when he was confused and unhappy about it — furrowing his brows and holding his mouth open in a small "o" as he struggled to think of a reply. It was clear that her tone made him as uncomfortable as everyone else in the room. He never got the chance to speak, as Argyle finally snapped back into reality.

Lurching forward, he swung the monitor right back around to face himself. "It's selective disinformation, Murowa," he hissed, eyes narrowed with surprising hostility. "You didn't need to know, so I didn't tell you. Now, I will call you back later and _I would appreciate it_ if you maintained some discretion or at least possessed a filter of some kind. Goodbye." He ended the call then and there, cutting Murowa's protests off mid-sentence.

She wasn't the first alien to want to speak to Ben, but something about her made Rook think that her intentions weren't those of a fan. And yet, she also seemed familiar. But where would Rook have seen a Nemuina before?

"So," Argyle growled out before Rook could puzzle through his thoughts, "what is it that you're interrupting me for?"

As quickly as he had been thrown off, Ben pulled himself back together. He grew serious once more. "We scanned the water that I got from Terces." Ben held up the still-open bottle, giving it a shake for emphasis. "It's laced with toxins from the Red Sleep. We thought that you should know before it — and I'm just snowballing here — causes a global death toll up into the _millions_." His eyes narrowed. "But if that's not _important _enough for you, I'm sure that your people will understand."

Argyle sneered. He, unlike Mantle, was apparently unwilling to put his disliking of Ben behind. At least now they were capable of eye-contact. "Don't be smart, kid. You're not good at it." Then, seeming to realize his position, Argyle took a deep breath and looked to Rook instead. It felt like the Revonnahgander was the only person in the room that he didn't loathe to look at. "Rest assured, the issue will be handled. I've no intention of letting my people die. Now, if that is all…" He gestured to the door, sitting back down at his desk. "I trust that you _gentlemen _know your way out."

"_What_?" Ben sputtered, caught between being furious and being confused. "That's it? That's all you're going to say? _Millions of people are at risk_ and you're just—!" He snapped his mouth shut as a hand clamped down on his shoulder.

"Ben." It was Tetrax, his expression severe. Even though Rook still distrusted him, he was a little concerned to see the look on Tetrax's face. It was as though he was in agony, eyes big and _somehow _managing to look pale. He had looked fine downstairs and Rook cursed himself for not paying better attention. "The decision has been made. If I were you, I would leave the issue alone. Petrosapiens are fully capable of looking out for our own."

Oddly enough, Rook had the impression that Tetrax wasn't talking about Argyle.

Maybe Ben had the same feeling. He slumped in defeat, sparing one last weak glare at Argyle's smirk before nodding. "Yeah. Sure," he mumbled unwittingly.

The four of them went back over to the door. Mantle, stiffer than diamond, was about to open it with his Plumbers badge when Argyle spoke up and he paused.

"Oh, and Corporal?" The Magister drawled, as though bored. "Please do learn to keep your charges under control — while I can still call you _corporal_." He let the message hang in the air before adding, "You are all excused."

The door opened and they surged out of the room in a desperate rush. Ben still had plenty to say, but he was resigned to how things had gone. That didn't stop him from kicking the closed door behind him. "Jerk…" He muttered. Then his attention turned to Mantle.

His hesitance was obvious, but Ben reached out a hand to place on the man's shoulder. "Hey, look, I know you don't really like me, but I—"

Mantle jerked his arm as though to smack Ben's hand away. At the last second, he stopped himself, dropping his hand with a sigh. "I don't need your pity, Tennyson. My superior has given his answer and his commands. We will stick to our schedule as best we can, even if you've wasted plenty of precious time." He tried to glare at Ben but it lacked the animosity that it used to. Mantle must have felt it because he quickly turned away, trying to keep any further embarrassment to a minimum. He refused to even look at his cadets. "Let's go," came his hollow order as he took off down the hall, back the way they came.

The cadets went first, but as Ben and Rook moved to follow, Tetrax chose that moment to speak up. "I won't be coming with you today," he said to Ben. Whatever had caused his change in mood, he still hadn't recovered. In fact, in the brightly lit hallway, he looked haunted. "I'll be back tomorrow, but today, I have something very important that I need to see to. Listen to your partner and stay out of trouble."

It was that last part that made Ben scowl. He crossed his arms over his chest, turning away. "I'm not a kid anymore, Tetrax. I can take care of myself without you or Grandpa Max or Rook hovering over my shoulder. Take as long as you need, what do I care if you're here or not?" He retorted bitterly.

Neither said anything for a long, long moment. Tetrax's expression gave away none of his thoughts and, after some time, he nodded. "Of course. My mistake, Ben Tennyson." And then he left — just like that. No parting words or gestures. Ben didn't even turn to look at him.

Rook felt a strange surge of pity for Tetrax and a wave of guilt towards himself. All that interaction did was remind him that Ben would never forgive Rook if he knew the specifics of their arranged partnership. He had long held the belief that honesty was the best policy, but since becoming a Plumber, Rook had been forced to grow comfortable with lies.

That didn't make him feel any less sick about it.

"Come on," he said to Ben, placing a hand on the human's shoulder. "Today we are getting a flight around the planet and a glimpse of the state of the solar system. You should enjoy what you have accomplished for these people."

And maybe stroking Ben's ego wasn't the best decision, but when he saw his partner relax and smile, Rook decided that he could tolerate a little extra bragging for that pay-off.

"You're right," Ben agreed. "Besides, I wouldn't want you to miss out on something that could go in the report." They shared a private chuckle at the joke before Ben shrugged Rook's hand off and started forward. As he was so accustomed to doing when it came to Ben, Rook gladly followed.

* * *

**A/N: For this fic (**_**like almost all of my other Ben 10 works**_**) Ben and Rook's friendship/partnership is going to get quite a bit of focus and additional depth. That being said, if it gets a little bit "shippy" feel free to interpret it that way. I thought about bringing romance into this, but this fic already has so much shit going on that I didn't feel the need to hammer it in.**

**Still, the interpretation is there if you guys want to see it. I might make it a bit more obvious if the idea receives positive feedback, but don't expect any kissing or a love confession. It's not going to go there.**

**But, hey, if this fic ends up getting some traction, I might do a companion oneshot or an alternate ending exploring the possibility. You never know. **

**Chapter Eight: **_**Into the Fire**_


	8. Into the Fire

**A/N: Alright, here, my longest chapter yet! Nice. I hope you guys enjoy reading this as much as I enjoy writing it.**

**Also, this fic got put on TV Tropes fanfic recommendations page! I don't think that I need to say how awesome that is, but I will anyway — thanks to all of you readers, so much! And special thanks to ****ThisIsRidiculous, who recommended DAF.**

* * *

Frustratingly, their time spent on Petropia rapidly began to dwindle. Ben hadn't realized what a difference six hours could make. The eighteen-hour days on Petropia weren't noticeable at first, but as their visit passed the halfway mark and neared the end, it became increasingly harder to ignore.

And maybe Ben was imagining things, but after his unauthorized tour of Terces and his discovery of toxins in the planet's ration water, it felt like Mantle was taking his job more seriously than ever. Given how intense he was before, it should have been impossible, but every time Ben so much as sneezed, Mantle's head would snap around to glare at him until he was satisfied. The cadets were watched, too. Friendliness was no longer tolerated and Ben couldn't help but feel guilty to see Popagai blatantly ignoring Rook — their friendship, while painful on the ears, had seemed like a good match.

The biggest drawback was that, with Mantle breathing down their necks from sunrise to sunset, Ben couldn't sneak around searching for information anymore. He might have gotten something from Tetrax, but despite the alien's parting words, he didn't come back to the Plumber base.

Waking up every morning to be told that Tetrax wouldn't be coming was something like being shoved onto a roller coaster — for the rest of the day, Ben would be caught between anger and longing. He didn't want to be treated like an idiot or to be forced to apologize for their spat (which was _definitely _Tetrax's fault), but he also wanted his friend back.

Rook might have been able to offer advice for the conflicting emotions, but Ben didn't tell his partner about his inner turmoil. He kept it quietly to himself.

They were allotted only seven days on Petropia. Ben thought to call Grandpa Max and ask for an extension, but with communications being monitored and no believable excuse to cover his true intentions, he decided against it.

So the days passed in a boring blur. The rest of their tour was kept safe and sanitized. It was exactly what their report required them to detail, exactly what Rook and his superiors wanted to see, and exactly the kind of façade that Ben could see right through.

The hardest part was knowing that he couldn't do anything about it. Ben was being monitored so closely that even his own thoughts felt exposed, almost printed on his forehead.

Waking up on their last day was only exciting because they were scheduled to visit Petropia's crown jewel: Central. A very aptly-named term created to describe their palace and the cluster of government buildings joined to it. Central was so massive that, though it had originally been part of Petra, it was now considered its own city despite their close proximity. The plan was to tour the bureaucratic offices and the palace before meeting the King for a brief interview for their report.

Nothing was settled on, but Ben was still working out a plan for talking to the King about the issue of toxins in the water when Mantle knocked on their door.

"Change of plans," he said when Rook answered. Ben knew that it was going to be bad when he saw that Mantle actually looked apologetic. "There's been an emergency at Central. The King is handling it, but he will be unable to make your meeting and, suffice it to say, you also won't be allowed to tour the buildings."

"That's fine," Ben interrupted before Rook could reply. Stubbornly, he crossed his arms. "We'll wait until the situation is over, however long it takes. It's for the report, you know. Can't leave the planet without finishing it."

To his surprise, Mantle shook his head. "No, your cruiser for your flight back to Earth has already been prepared. Magister Tennyson requested that you return as soon as possible and with nothing else here for you to do…" He shrugged. "Have your bags packed in ten minutes. You'll be leaving in twenty."

He started to shut the door, only for Rook to catch it with his hand and force it back. "Just a moment," Rook said politely. "What is this emergency at Central? Perhaps Ben and I could assist. And why would Magister Tennyson have told this to Magister Argyle when he is fully capable of reaching his grandson at any time?" His questions were exact and methodical. Despite himself, Ben was impressed. Rook didn't seem anything other than curious.

Regardless, Mantle wasn't nearly as taken. He clenched his jaw in frustration. "How should I know? I was only sent to tell you, and unlike _some_, I know how to obey orders. I've just given you two of them and, if I were you, I would consider following them." Finished with his spiel, Mantle left. For a moment, Rook watched him go, before stepping back into the room and closing the door behind him with a soft click.

Once they were alone, Ben let out a sigh. "So I guess this is it. We're being pretty blatantly kicked out." He wasn't an idiot. It was clear to Ben that someone didn't want them talking to the King. And he was willing to bet that that "someone" was Magister Argyle.

"Yes, we are," agreed Rook with a smile. "But there is nothing preventing us from coming back. If I recall, it was Magister Argyle himself who invited us for a "friendly visit" away from any mission. Just because we are leaving does not mean that this is over."

Ben fought back a grin of his own. "No. Actually, it feels like I'm just getting started."

The tense atmosphere that had been hanging between them for a few days dissolved. Rook crossed the room to his bed, fluffing the pillows and smoothing the blankets into place. "You ought to "get started" on packing. I will not be turning the ship around if you forget one of your uniform shirts."

"Hey, for your information," Ben snarked back, even as he moved to do as told, "all of my shirts are different and they are all equally precious to me."

That got him a snort and an eye roll, but Rook said nothing and they lapsed into silence while they worked. Neither of them had packed much so it didn't take long for Rook to fold everything of his away and then lecture Ben for shoving everything into his bag without distinction. And that, inevitably, led to bickering back and forth while Rook unpacked all of Ben's things and then folded them properly and put them away in half the time.

The lesson was probably meant to be that it was more efficient to do things correctly the first time, but all Ben got out of it was that Rook would never stop nit-picking him. And it was kind of touching. Not that Ben would ever admit it.

"Is that everything?" Rook surveyed their room one last time as he took hold of his compact suitcase. There was a pause. "It will at least be nice to see a bedroom made with more than one material again. I find myself missing the texture of wood, which ought to be worrying. I have never longed for a building material before."

Ben laughed. "Really? By day three, I started missing _plaster_. Guess that's what happens when you grow up in the suburbs. It'll be great to go back to a twenty-four hour day. Not to mention private showers and changing weather and edible food..." He let out a fond sigh.

Their reminiscing was cut off by another knock at the door. This time, Mantle opened it without waiting for their permission. "Let's go. No sense in dragging it out."

Automatically, Rook started forward, but Ben hesitated. "...Is Tetrax here?" He asked.

There might have been a flicker of sympathy on Mantle's face. If there was, it was gone too soon for Ben to be sure. "No," he said in monotone. He stepped back, gesturing them both out in front of him. "We can't afford to wait for him, either. Our Sun's proximity makes take off and landing time-frames very narrow."

Whoever said that swallowing pride was difficult had obviously never faced the burden of unwarranted disappointment. Ben struggled for a moment before giving a single nod. "Yeah. Alright. Come on, Rook, we'd better get going."

It looked like Rook was going to say something — maybe offer comfort — but one look from Ben kept him quiet. They left the room in silence, the door sliding shut being them with a foreboding click.

The walk to their ship was, for Ben, a single-minded process of putting one foot in front of the other. Despite all of the evidence to the contrary, a part of him had hoped that Tetrax would at least be there to see him off. But he had asked not to be treated like a child — he couldn't be upset for getting what he wanted.

After many scanners and sliding doors, their group of three finally stepped out onto the base's airstrip. The Plumber-standard cruiser that Rook had used to get them there a week ago was waiting in prime condition, exactly as they left it.

To Ben's befuddlement, Magister Argyle was waiting by the lowered docking platform. He stepped forward to meet them, taking Ben's hand and giving a firm shake. "I might not be what you would consider a fan," he said with an easy smile, "but it truly has been an honor to have you here, Ben 10. On behalf of Petropia, I hope that you'll visit again soon." He let go of Ben to shake Rook's hand. "It certainly has been an experience, Rook. You are young, but after seeing you work so hard this week, I can see why you've been promoted to Magister so quickly. I wish you both well on your flight home." For once, his enthusiasm wasn't so blatantly forced.

"Wow. Thanks." Ben didn't smile, but he relaxed ever-so-slightly. "Sorry that we got off on the wrong foot. This whole visit has been kind of… _tense_," he explained sheepishly.

"I completely understand." Argyle held his hands up placatingly. "We don't have to be friends for me to respect all that you've accomplished. I only hope that, despite my poor attitude, Petropia's progress speaks for itself in your report."

Pleasantly confused, Ben and Rook shared a hapless look. "Of course," the Revonnahgander said as he turned back to Argyle. "You need not worry, Magister. Petropia more than meets Plumber standards. Our report, barring any minor details, is nothing short of a glowing appraisal. The Magistrata will be most pleased to see the progress you have made."

There was a chuckle from Argyle. "Progress made because we had you to inspire us," he said to Ben. "I won't take up any more of your time with conversation, though. If you would, please?" He gestured to the platform, looking to Ben and Rook expectantly.

The two didn't move at first, but after a beat, Ben was the one to steady himself and stubbornly start forward. He didn't need Tetrax to say goodbye. He was perfectly capable of leaving the planet by himself. Well, admittedly, he needed Rook to fly the ship, but other than that, he was capable.

At the top of the platform, Ben paused and turned around. "Bye, Mantle," he called, waving. "It's been real. Tell your cadets that I said "bye," would you? And that I know they can make it big in the Plumbers if they keep working at it."

Mantle said nothing. He blinked and, right as Ben turned back, lifted his hand to return the parting wave. Rook activated the mechanism to retract the platform and a moment later, the sight of the blue planet was cut off and its two visitors were alone.

It was weirdly nostalgic to be surrounded by steel and the hum of motors. It had only been a week, but Ben ran his hand over the polished wall and took in the sterilized smell of a new starship — like bleach and ionized particles. He really had missed this. He hoped that when he got to Earth, it was raining. It turned out that Petropia wasn't hot enough for frequent rainstorms and he missed the thrum of water beating on the roof. He even missed the wind.

"Alright, let's get out of here," Ben sighed as he collapsed into one of the passenger seats. He slung his bag haphazardly on the ground. "I've seen enough blue crystal to last _at least _two lifetimes."

"Agreed." Rook set his things down more elegantly before sliding into the driver's seat. "We should arrive on Earth in an hour or so, assuming that we make no stops. After that, Magister Tennyson gave us the day for rest and we will return to regular patrol tomorrow." He gave Ben a smile over his shoulder before turning back to the controls. "You can once again enjoy smoothies that do not have minerals and rock fragments in it."

Reclining, Ben folded his arms behind his head and gave a faint chuckle. "Good. I was getting sort of sick of picking crystals out of my teeth."

Rook laughed. The sound felt good to hear and even better to know that Ben had caused it. He felt so at ease. As much as he wanted to help the people of Petropia, it would be great to get home and relax for a little while. All of the sneaking around and lying had been grating on Ben's last nerve.

The ship's console beeped as Rook scanned his Plumber badge over it, starting it up. Immediately, the bridge was flooded with light from the dials and controls. A steady beeping started up from one of the monitors and the engined hummed to life.

"Hm. That is… _unusual_," Rook remarked suddenly.

From his seat, Ben let out a vaguely interested hum. "Something the matter, buddy? We can probably get repairs here if we need them." There was an unpleasant clench in his gut, though. Wasn't their ship brand new when they got it? How could it be broken from sitting around in a hanger for a week?

"No, that is not the problem." There was worry in his voice now. Ben watched Rook fiddle with the controls, a tight frown on his face as he grew more frantic. "It is the FTL drive. It is a very durable component, but its temperature is much too high. If it overheats, it could—"

A crushing force threw Ben from his seat. It felt as though, for a second, his bones had turned to metal and someone had rung him with a sledgehammer. Everything went white, then suffocatingly black. He couldn't breathe or hear or see. His eyes were wide open but no images registered. Then he felt the heat.

Had the breath not already been knocked from his lungs he would have choked on it. The heat rushed around him like a breeze and he felt his skin prickling and burning. The smell of it was thick and bitter. It left an unpleasant taste in his mouth that stung all the way to the back of his throat. The world was spinning, shaking him, and something was crushing him into a tight ball. Ben could feel his knees digging into his chest, his hands by his feet, his head hanging between his thighs. It was too hot — he couldn't breathe, not when he could barely remember how to swallow. His mouth had gone drier than sandpaper but his eyes were damp with tears. The pain hadn't registered yet. Vaguely, Ben felt the skin on his arms cracking and flaking. Had he been aware of reality, he might have been worried.

The black veil over his eyes lifted. The ground came rushing up as burning light hit him and Ben met it with a pained groan. Everything stopped. Near him, he heard Rook coughing and struggling to breathe. It wasn't long before Ben had joined him. Smoke burned his eyes, making them water too severely for him to see through. Rubbing them made it worse and his arms were in too much pain for him to hold them above his head for very long. The pain worked deeply past the skin, easing its way into his muscles and further, sunken into the bone. He felt like he had died — and Ben had experienced death enough times to know what it felt like. He sucked in a desperate bid for air that made his throat clench shut.

He convulsed, twisting onto his hands and knees to heave over the ground. His own fault, really, for trying to force in so much air at once. Ben's body shuddered and he felt an all-too-familiar hand patting him on the back. He forced the last bit of clogged dust and clumps of spit from his throat. When he brushed his hair back, it was singed and covered with black ash, but at least Ben could see again.

"Tetrax?" He wheezed without needing to turn around. An answering hum told him all that he needed to know. "How… why…? What happened?"

"No time to talk," a female voice answered from near where Rook had landed. Ben blinked hard at her, but even taking in to account how blurry his vision was, she wasn't familiar in the slightest. "They will soon realize that you didn't die in the explosion. We can't stay here. Can either of you walk?"

Ben only shook his head no. In a few minutes, maybe, but the world was still sideways and his ears were ringing loud enough to give him a headache. That was a bad combination for walking. It looked like Rook hadn't fared much better. His fur was singed badly around his face and, though he had gotten his breathing back easier than Ben had, he was shaking so violently that it looked like he was in the middle of an earthquake.

"Sorry about that," Tetrax muttered with surprising sympathy. He knelt down to place a hand on Ben's shoulder. "We should have gotten you out sooner but there wasn't any other opening. Well, not one that wouldn't draw their attention even faster, anyway. I forgot how fragile mammals can be. The shaking should stop once the shock fades, but other than that, the best thing you can do is probably just focus on deep breaths."

"I already told you," the woman snapped with impatience, "we don't have that kind of time. We have to get them underground, _now_."

Her voice had an echoing quality to it that Ben attributed to the throbbing of his skull. He pushed himself up to sit back on his knees. An unexpected pain shot up his leg as he applied pressure, sending his pulse pounding in his ears loud enough to drown out Tetrax's reply.

Abruptly, he was pulled to his feet. Ben winced as he took the weight off of his bad ankle, turning to glare as best he could at Tetrax. Given how his vision was swimming, it probably wasn't that intimidating. "You can stop doing that," he remarked dryly. "I can walk, y'know." Though to be fair, it felt like he was going to be limping for a few days if his ankle was sprained like he thought it was.

"Just hold on to me, Ben, and do your best to steady yourself," Tetrax instructed him. He held out one arm and, after a moment's hesitation, Ben grabbed tight and let himself lean on it. His weight was such that Tetrax barely shifted, holding his body as still as a rock.

The strange woman was supporting Rook with her arm — Ben was glad to see that his partner was adjusting quickly. His fur had shielded him from any severe burns, whereas Ben's arms looked like he had been in direct sunlight for hours. He could only imagine the pain once the adrenaline faded. Normal sunburns were pink, but Ben had skipped right over that and gone to a bright, angry red.

"Ready?" The woman asked. Tetrax gave a nod and the two held out their free hands. The peranite that they were standing on shifted and began to sink.

Suddenly aware of their surroundings, Ben looked up at the sky as it slowly shrank away from them. Wherever they had landed, it was surrounded on all sides with peranite so that they would be hidden from view at ground level. Over one of the walls defending them, a mushroom-shaped cloud of fire and dust and debris was ebbing away. Had that been the explosion? Ben had so many questions that he didn't know where to start. Instead, he stayed silent as the planet's surface sealed itself over their heads and plunged the group into darkness.

The armor that Tetrax was wearing lit up a bright, ethereal blue. The woman must have been wearing a matching set because hers did the same. The Omnitrix kept up a steady glow at Ben's wrist, bathing him in a weak, toxic green glow. The combined light was barely enough for Ben to barely see their surroundings. Not that it mattered. In every direction that he turned his head, there was nothing but peranite and more peranite.

At least it was quiet. There was only the steady grinding sound of peranite shifting as Tetrax and his ally continued to move their circular platform with wide, sweeping motions of their hands. Ben took the opportunity to focus on grounding himself.

There had been an explosion. Rook had said that the FTL drive was overheating. That should have been impossible. Petropia had cool weather most of the time and the ship had been in a darkened hanger all week. For the moment though, Ben shoved this thought away. _How _the explosion happened could be explored later.

There had been an explosion, which Ben and Rook both survived. His memories of the event were blurry but it was clear that they were only alive because Tetrax and his friend had pulled them away from the blast, protecting them from the heat by encircling them with their peranite bodies. It wasn't air-tight though, which explained how Ben had gotten ash in his hair and burns on nearly every bit of exposed skin. Thankfully, his face felt fine. Then again, it had been between his legs and protected by his arms. The sprained ankle must have happened during the rushed landing. Ben attributed his headache and his disoriented hearing and eyesight to a side effect of being near the blast.

There had been an explosion in the middle of a Plumber airstrip. They weren't at the Plumbers' base now. That meant that they weren't getting back to Earth, weren't handing in their report, weren't reporting for duty. So Ben and Rook would be reported missing. There would be a search of the debris for bodies. And when the Omnitrix wasn't found, even assuming that the lack of corpses could be overlooked, it would be obvious that they were alive.

This time, when Ben shuddered, it wasn't from his body's shock. _No wonder Argyle had been so nice and polite. _

The ground shifted abruptly as their direction changed. Ben almost fell over. It wasn't that easy to balance on one foot with the ground moving. Instead of going straight down, now he could feel them heading more towards the left.

"Where are we going? Tetrax?" Ben asked. It didn't feel like a tunnel was being carved. It felt more like they were following a path that had already been laid out for their use.

There was silence for a moment. "Somewhere secure," he replied finally. "I haven't been entirely truthful with you during your visit, Ben. I know that I haven't done much to earn your trust, and I'm sorry for that, but believe this, at least: everything that I do is for the good of Petropia. If my methods are questionable, trust that my intentions are not."

Ben swallowed thickly — quite an accomplishment with how dry his mouth was. "...I don't know if I can," he mumbled. "What else have you lied about?"

A laugh came from Tetrax but it didn't sound cheerful. "Too much, Ben. But some things, I'm simply not authorized to tell you about, even now." Their descent slowed then. A twist of the hand from both Petrosapiens sent them creeping directly forward. The scenery and the lighting didn't change, but Ben had the instinctive, gut-feeling that they were nearing the end of the tunnel system.

"Not authorized? What are you talking about?" Ben couldn't keep the frustration out of his voice. "I thought that we were done with the secrets and codewords. Is there someone that you've been reporting back to for _all _of this?" It was mind-boggling for Ben. The entire time, had Tetrax really been following someone else's orders?

"I'll explain what I can soon, Ben. I'm not asking for your forgiveness, just your understanding." Tetrax had a scowl on his face that made his earnesty difficult to believe. "My methods have never been moral, but since we first met, have I ever acted with true ill-will towards you?"

As frustrating as it was to admit, Ben begrudgingly nodded. They had known each other since he was ten years old. That was seven years now, longer than Ben had known most of his allies aside from Grandpa Max and Gwen. Their first encounter hadn't started off too friendly, but looking back, Tetrax had been going easy on him. Had he really been wanting to hurt Ben, it would have been child's play. No pun intended.

"That doesn't mean that you don't have a lot of explaining to do," he insisted. "How much do you know about what's going on here?"

"Not a lot. That part was truthful," the woman added with a chipper voice. "We were just as clueless as you a few days ago, though you've been of great help, Ben. Oh, here we are!" She dropped her hand and the platform slid to a stop. The oppressive darkness was sharply cut off, revealing an enormous cavern that extended further than their dim lighting could reach.

By that point, reality was back within reach. Ben took a shaky step forward, limping on his bad leg, but he refused to hang on to anyone for support. The others were kind enough to let him force himself forward, saying nothing as Tetrax led the way. The cavern appeared to be featureless but the woman stopped them some ways into it. With a wave of her hand, four peranite platforms raised from the ground for them to sit on. It felt incredible to take the pressure off of his ankle, but Ben refused to admit it as he swallowed a pleased sigh and sank into the closest seat.

That got him an eye roll from Rook, who took the spot nearest Ben. There wasn't a lot of room for first aid supplies in his armor, but Rook popped open one of the metallic pouches on his hip and pulled out a wad of tightly-wound bandages. Without a word, he gently lifted Ben's leg and rested the human's foot in his lap. There was a pause where they made brief eye-contact, Rook asking for permission at the same time that Ben was begging him not to. But regardless of the hero's embarrassment, the injury had to be treated or else the swelling would only get worse. His ankle was already reddened and sore. So, with a huff, Ben crossed his arms and looked away. That was permission enough for Rook.

"I suppose we should start somewhere that you're familiar with," Tetrax spoke after a moment. Glad for the distraction, Ben shifted to face him better. He did his best to ignore Rook's touching, though it made him feel uncomfortably exposed when his pant leg had to be pushed up and his shoe and sock came off. "Ben, the last time that you saw me before this visit was a year ago, right after Petropia's recreation. This is where the problems begin."

Next to him, the woman nodded her agreement. "Right. Admittedly, Petropia has never been very stable, both in terms of economics and in government. Our system isn't perfect. But when our planet came back and the buildings and objects and written records had all disappeared, the people became… _restless_. Without the physical barriers separating everyone, it was easier to question the traditions and systems that we had kept for centuries. To keep the peace, those in power needed someone to blame it on."

Ben winced — not because of the sympathy on her face but because having his ankle strangled with gauze wasn't very pleasant. The throbbing grew more intense, but the pain lessened. "I'm guessing that that means me, huh?" He sighed, pulling his foot from Rook's grasp and dropping it back to the ground. "What did I do wrong? I didn't offend anyone for the five minutes I was here before leaving, did I? Or was leaving the wrong move?"

"No, nothing like that." Tetrax shook his head. "As Sybil said, they needed someone to blame. It didn't matter what you had or hadn't done. You brought this world back, so if it was imperfect and incomplete, then it must be your fault. With a name as big as Ben 10, it made for a popular scapegoat. The people's hatred for you spread like wildfire. Back then, in all fairness, I didn't give this the attention that I should have," he admitted. "It didn't seem important. But at the center of fueling this movement against you was an ambitious Plumber officer with his sights set on Magister. You know him well by now."

The rest of the bandages were tucked away. While Ben got his other shoe back on, Rook hummed thoughtfully. "Magister Argyle. I can see how this would give him a loyal following, but how would it have assisted him in becoming Magister? If I am remembering your customs correctly, there is a fight for the title. It is not a popularity contest."

The two Petrosapiens shared a look. "Well, yes and no," the woman — Sybil — said as she turned back to them. "Officially, yes, it is a direct, one-on-one fight. But if you are liked by the right kind of people, certain… "actions" can be overlooked." She pursed her lips unhappily. "Sabotage, for one. Keeping your opposition from having the time to train or sleep properly, tampering with carefully-regulated Plumber meal plans, rigging the battle arena to provide yourself with hidden advantages — you name it, really. Because of his large and devoted following, Argyle had all of this and more. Patience never stood a chance once he decided that he wanted her position." She shook her head sadly.

Personally, Ben wanted to hear more about Patience. He hardly knew anything about her and it felt like a big piece missing from the story around Argyle. He started to ask, but Rook beat him to it.

"That is all very fascinating," his partner said with a hint of impatience, "but what does that have to do with what Argyle is planning? Assuming that you even _know _what he has planned." There was a hint of bitterness in his tone and written plainly on his face. Rook was grimacing like he was smelling something particularly putrid.

Tetrax met this with a scowl of his own. "It has _everything _to do with his plans. He is responsible for the sickness spreading around this planet and the disappearances of millions. Becoming Magister put him in the ideal position to do it, though we have reason to believe that he's been planning this for months or even years before."

"And that's another thing!" Ben cut in. "Who's this "we" you keep talking about? You said that you're part of some kind of group, but what's it called? What's your goal? Your leader? I'm assuming that we're supposed to be recruits—" For emphasis, Ben gestured between himself and Rook, "—but I'm not going any further than here until you tell me what I'm signing up for. I had to learn that lesson the hard way."

Silence. Sybil hesitated, lips parting, only to frown. She reached over to place her hand on Tetrax's shoulder, but at the last second, he shifted, causing her to drop her arm back to her side with an unhappy huff.

"We call ourselves _Arkein_," Tetrax told him slowly. "Our group's main purpose is in opposition to both Argyle and our current government. The King... I'll be honest, at this point, he functions as little more than a puppet. He's an extension of Argyle's will. The same applies to all of our officials, including every member of the Councils. We seek to stop the crimes against our people and have Argyle either executed or placed in a Null Void prison. After that, we want to redo our system of government. Nothing is settled on yet along that vein, but…" His mouth twitched up into a smile for the first time since they entered the cavern. "...I have been looking at a system that's more _human-based_."

Despite himself, Ben smiled faintly. "Really?"

"It can't be any worse than what we have now," Tetrax replied with a snort. "But all of that is for the future. We didn't bring you both here to discuss "what ifs" and hypotheticals."

"It _was _hypothetical," said Sybil, cutting him off, "until a few days ago. By barging into Argyle's office, you inadvertently turned up a major piece of evidence. Tell me, did either of you recognize the Nemuina that Argyle was talking to?" She leaned forward, eagerly awaiting their answers.

The question was odd to Ben. He shook his head. Next to him though, Rook hesitated. "She is familiar," he admitted warily, "but I could not tell you where I recognized her from."

"I can tell you." Reaching for a collapsible part of her suit, Sybil extracted a screen, not unlike the iPads and tablets that Ben saw back on Earth. For Petropian technology though, it was remarkably low-tech. She touched the screen, lighting it up and displaying an image of the same Nemuina that had been talking to Argyle. The alien writing was indecipherable, but Ben recognized a mugshot when he saw one. Sybil grimaced. "Her name is Murowa, as you heard. Less than a year ago, when Incarcecon was emptied out with the goal of locking Vilgax the Conqueror there in solitary, all other prisoners were moved to different locations, spread across the galaxy. Several took the opportunity to escape, unfortunately. Murowa was one of them."

It wasn't surprising that some prisoners had used the opportunity to run, but Ben couldn't help the turmoil swelling in his chest. Yet another piece of his past had come to bite him in the ass. True, he hadn't touched on prisoner transfer at all, but he had let Vilgax escape from Incarcecon, so all of it had been for nothing. As if sensing his upset, Rook gave his partner a sympathetic glance. He gently rocked his knee to bump Ben's leg. It was a small gesture, but it coaxed the human into taking a deep breath as he fought back a smile.

"She was on the most wanted report. If I am remembering, her location was unknown, but suspected to still be in this galaxy," Rook said. "What was she arrested for? It must have been deserving of more than a lifetime sentence to end up in Incarcecon."

Tetrax was the one who answered, his expression severe. "Multiple counts of trafficking other lifeforms for the sake of experiments. She is a genius comparable to the Galvan and Cerebralcrustations, only far crueler. In one instance, a Vulpimancer that she was experimenting on was cut open and each organ was systematically removed until it died. She did this again and again in a different order on other subjects in order to find what the species could and could not live without over a period of three days." He leaned in, setting his hands on Ben's shoulders and squeezing tight. It hurt, but the hero refused to flinch. "She sells this information to warlords and anyone wealthy enough to pay for it. It's all about money for her, Ben, it just so happens that she's found a hobby that can fuel both her immense sadism and satisfy her need to constantly be learning. If she's truly working with Argyle, then all of the missing people are already as good as dead."

Stubbornly, Ben shook his head, shrugging Tetrax's hands off. "You don't believe that. If you did, we wouldn't be here," he stated, gesturing between himself and Rook.

"We have time to change someone's life. Assuming that we work quickly," Sybil cut in. She put the tablet away, placing a hand on Tetrax's shoulder as she got to her feet. "I know that you both likely still have questions and I don't begrudge you for that. But time is limited and there is something more pressing that we need to cover." She held her hand out towards Rook. "Your Plumber badge, please."

Ben had rarely ever seen Rook surprised, but his friend nearly fell over at the request. "_My—_ No, absolutely not! A Plumber is not permitted to be without his badge at any point, and willingly handing one to a non-deputized individual is in violation of _multiple _laws and—!"

"It's a tracking device," Sybil interrupted calmly. "More than that, it has a lot of sensitive information on it. You'll need to deactivate it."

"That is treason," Rook protested, but his argument came out faint. "I will be stripped of my status and rank and regarded as a traitor to the Plumbers. There may be no way for me to undo any of that."

For what it was worth, Sybil had a reassuring smile on her face. "I'm sorry, Rook. It's too risky for us to just leave it here. Argyle already knows too much, thanks to his access to Plumber files. We can't be handing over any more information and we can't risk leading them to us, either. Letting you keep it for this long is a risk of its own."

While they spoke, Ben had taken the opportunity to mutter voice controls to his Omnitrix. Until he knew the code for shutting off the tracker specifically, powering it down was the best that he could do. He would ask Azmuth about it the next time that they saw each other. "Wait," Ben cut off Rook's reply, "what's so important that he's got on his Plumber badge? Isn't it just, like, identification?"

Rook bit down on his lip, turning his gaze upward to avoid looking at Ben. "Yes, well… no. It functions as a computer and, primarily, a database. I take detailed notes of your behavior and abilities to consistently update your on-record file. Notes of you and…" His gaze slid over to Tetrax, "..._others_."

"Dude." Ben blinked. "That's _so _creepy."

The Revonnahgander shrugged. "Orders are orders, Ben." He stood up before the human could ask who, exactly, gave him those orders. Rook pulled out his Plumber badge with a sigh. "Orders have always been, primarily, to maintain and protect the well-being of all peoples throughout the galaxy. That is more important than a badge." He hesitated a second longer, then pressed his fingers to the badge's face. It beeped twice and the faint red glow faded.

Saying nothing, Sybil took the badge from Rook and dropped it to the ground. She brought her foot down hard on it, grinding it to little bits underfoot. Rook flinched, but held himself and refused to look away.

"Thank you," Tetrax said, relieved, as he got to his feet. "We should continue. It's time that you met our leader." He gestured forward into the darkness of the cavern.

Struggling to his feet, Ben carefully applied weight to his ankle. He would be limping, but walking wouldn't be a problem. He set a hand on Rook's shoulder. "You okay?" He asked quietly. "I know that being a Plumber means a lot to you."

His partner managed a smile. "Other things are more important," replied Rook. He reached up to pat Ben's hand in a "_there, there"_ gesture. "You do not need to worry. We should focus on the task at hand. Would you like any help with…?" He cleared his throat, nodding his head down, towards Ben's injury.

Almost immediately, Ben let go of his partner, leaning more heavily on the sprained ankle. "No, I'm fine, Rook. I can walk." The dull throbbing that shot up his leg spoke to the contrary, but Ben ignored it as he started after Tetrax and Sybil. Rook was kind enough to limit his reaction to a silent eye roll before following.

The cavern had seemed big before, but the more they walked, the more it felt like it was swallowing them. Save for the light from the armor that both Petrosapiens were wearing, it was absolutely pitch-black. The silence was suffocating. Ben was used to things on Earth that were constantly moving and alive, whether anyone knew it or not. He expected to hear the wind howling or animals chittering between their feet and above their heads, but there was nothing. There were only the quiet clinks of their steps against the peranite ground.

"So…" Ben broke the heavy silence some five minutes of walking later. "Are we there yet?" He didn't want to whine, but while his ankle didn't _hurt_, exactly, the throbbing was starting to become insistent. It would help to get the injury on ice. Walking was making it worse.

Tetrax started to answer, but Sybil beat him to it. "Actually, yes, we are!" She took a few steps to the left, touching her hands to the wall of the cave. Ben hadn't known how close they were to it and he had to make a conscious effort not to stick his hands out and try his luck at finding other walls.

As far as he cared to know, the cavern was enormous. He wasn't a claustrophobic person but Ben also didn't want to risk it.

Sybil closed her eyes, shifting to the right a little before letting out a grunt of satisfaction. The wall next to her slid open, revealing a perfectly smooth, rectangular hallway with a steep flight of stairs that led up. It was also well-lit, which was how Ben instantly locked eyes with the familiar man waiting for them.

"_You_!" The hero reached to slap the Omnitrix, only to freeze mid-way as he remembered that he had turned it off.

Conversely, Rook had no such issue. He reached for his Proto-Tool, already sunken into that exact, calculating mindset that he had when he fought. The only reason that he didn't blast the man then and there was because Sybil shot her hand out in time to stop him. That impressed Ben more than anything — the idea that someone could move faster than Rook was difficult to believe.

"No fighting, please," Sybil said with a sticky-sweet smile. "I know that you've disagreed with each other before, but that's in the past. This is my brother, Conway. He's working with us."

"Disagreed?" Ben snorted. Despite not having access to the Omnitrix, he didn't hesitate to step forward and meet the Petrosapien's glare with one of his own. "He tried to kill Rook, and me, too! His gang or whatever is the group that tried starting a fight with a group of Plumbers when we visited Terces! How does that benefit your group _at all_?"

Rook took a step forward to be level with his partner. "I agree with Ben," he added, hand resting on his Proto-Tool and a grimace on his face. "I thought that this was a resistance effort, meant to be secret. Looking for fist fights with armed law enforcement hardly seems subtle."

The Petrosapien — Conway, according to Sybil — huffed as though he couldn't be bothered. "I do good in other ways. I was hoping to _encourage _the typical Plumber patrols to increase rations for the citizens, but I got you lot instead. Bad luck on my part." He glanced at his sister, expression softening ever-so-slightly. "Are you sure that these are the guys she wants to bring in? A mallet would be more subtle _and _smarter." He pointed to Ben specifically, a sneer on his face.

"Enough, Conway." Tetrax placed a hand on Ben's shoulder, firmly forcing him to take a step back. Though Rook looked far from pleased about it, he did the same, allowing Tetrax to step in front of them. "Her decision is final. You know that they would be invaluable and you're being stubborn just to be contrary." To Ben's surprise, Tetrax smiled. "But what else is new? You never change."

The tension eased out of him and Conway returned the smile genuinely. "Tetrax. I wondered why you didn't take part in the fight. Didn't want to lose to me again, huh?"

They clasped hands, leaning in and giving each other a half-hug. Ben had seen the same idea frequently between guys back on Earth. He thought about the awkward, full-on way that he hugged Tetrax, but with their size difference, it couldn't be avoided. Still, he frowned.

When they pulled back, Tetrax was opening his mouth to retort before Sybil cut in, annoyed. "You two can play catch-up later. She doesn't like waiting and we still have much to discuss. Should we really be wasting time on something like this?" She frowned at the two men, hands on her hips.

Conway snorted. "You're joking, right? After you saw Tetrax again, you wouldn't shut up for hours about how much you missed—" He didn't finish, as Sybil reached out and smacked a hand over his mouth.

"But that's neither here nor there," she said firmly, her face aglow with embarrassment as she gave her brother a warning glare.

"Agreed," Tetrax added in. If he cared about or even noticed Sybil's frown, then he didn't mention it. "Ben, Rook, you both need to be briefed on our upcoming operation. Your skill sets will be very helpful and I'm sure that she will—"

"Okay, stop right there!" Ben cut him off, holding up a hand. Surprisingly, Tetrax listened, looking perplexed. "Stop being cryptic, Tetrax. Tell me who this "she" is, or… or…" He turned his head to look at Rook over his shoulder, confused. "Uh, do we even have a way off of this planet right now?"

Rook considered it before shaking his head. "No. Our transportation went up in flames. Unless this resistance group has a ship, which I doubt considering how tightly-monitored all aspects of Plumber life here is, our only option would be to steal a ship from the base. And as much as I respect your abilities in battle, Ben, I do not find the odds of the two of us against a base of trained Petrosapiens to be particularly favorable."

Brutally honest, as usual, but while Ben made a face he didn't protest. His partner was making a good case. Ben had aliens capable of flight in space, but Rook had no way to survive that and he wasn't about to leave his partner in such a chaotic place without backup. "Well, in that case, tell us about your leader or we'll just stand here and not do anything useful," Ben said as he crossed his arms over his chest.

Tetrax sighed in exasperation. "I understand that it's difficult to trust us, Ben, but we—"

"It's a fair request," a new voice spoke. Abruptly, Conway skittered out of the hallway and all three Petrosapiens stilled as a female descended the stairs.

She was tall and heavily built, with biceps thicker than her neck and muscle definition that made "rock hard" feel like an understatement. Despite her imposing figure, there was a kind smile on her face that reminded Ben sharply of Gwen. And also, of something else, though he couldn't quite place where he had seen her before.

"I'm in charge of these operations. I wish that we could have met under different circumstances, but happenings out of our control forced my hand." She paused, looking between the two off-worlders and clearly sizing them up. "Introductions, then. My name is—"

"You're that employee from the museum!" Ben cried out, pointing at her. "The curator who was handling the security scans!" There was a noise of recognition from Rook, but he said nothing. "Were you the one who left that creepy voice over? Was that why you didn't tell me your name or just talk to me there?"

The woman shook her head. "In front of a Plumber agent? Of course I didn't. And, no, the speaker was not me, though it was my idea. I have a volunteer agent to thank for that, who is currently enjoying a few vacation days as a thank you for his loyalty." She smirked faintly. "You're just as excitable as Tetrax said you would be, Ben 10. I promise to answer all of your questions more in depth once we're settled in. But, for now, my name is Patience." She clasped Ben's hand tightly, giving a firm shake before doing the same for Rook.

Ignoring the stunned looks from both offworlders, Patience Stronghead turned and started back the way she came, up the stairs. Conway and Sybil followed automatically.

A grin on his face, Tetrax chuckled. "Well?" He asked teasingly "Are you both going to stand there all day or do you want to come in? Patience, despite her namesake, has been not-so-patiently awaiting your arrival."

The shock faded quickly for Ben. He nodded eagerly and grabbed his partner by the wrist. "_Sweet_! Come on, Rook, I bet this is going to be _awesome_." Without waiting for a response, Ben started up the stairs, tugging Rook along behind him. His ankle was protesting, but the excitement made it worth it.

Behind them, the entrance was sealed shut. Tetrax didn't hesitate to follow after them.

* * *

**A/N: For those that didn't already know, FTL means Faster-Than-Light. It's a component of starships that functions similarly to a warp drive. **

**Since I'm doing this story in Acts, the end of each act will feature an Intermission. How many Acts will there be? Tentatively, I'm going to say three, followed by an epilogue. I'm trying to separate everything in a way that makes sense to the plot, but it's hard to project for the future when I don't know how long this is going to be. Hell, I thought that this first Act would be just five chapters when I started. Plans change. **

**All you need to know about Intermissions is that they are going to feature a P.O.V. separate from the Ben/Rook dichotomy and focus on a part of the plot that either may have been glossed over previously or to introduce a point that will be coming up later. That being said, you don't have to read them to understand the plot. Intermissions are optional.**

**Good news for you guys, though! Intermissions are also _short_, so I'll be uploading them the day after my last chapter. So, I hope you like Monday updates and I'll see you tomorrow for a brief look at what Argyle's up to!**

**Intermission: **_**Where All the Bodies Are Buried**_


	9. I: Where All the Bodies Are Buried

**A/N: I'm not entirely sure when I'm going to start updating again with Act 2. It'll be on a Sunday, for sure, but I think that I want to take a step back and sort of evaluate how well this fic preforms on its own. You know, sort of gauge the feedback I may receive and work on other Ben 10 projects for a week or two. I'm not going to beg for comments or say something like, "_ follows before I update again!1! XDD" But do know that it all does really matter to me and I appreciate you taking the time to read this far. **

**So, that's enough for now. On with the intermission!**

* * *

The call hadn't even started yet and Argyle could already feel a headache building.

It wasn't that he _hated _talking to his partners, it was that… No, it _was _that. He should have considered other possibilities before partnering with the two most obnoxious species in the galaxy.

Their calls came in at exactly the same time. Argyle's computer, safely locked away in his private office at Plumber Headquarters, was the only one on the entire planet without a monitoring device of some kind. Still, he didn't like to cut it close. They would have only ten minutes to hash out this discussion, though Argyle got the feeling that it was going to be more of a shouting match.

There were more important things for him to worry about. The usual citizen riots in Terces had been getting out of hand ever since Ben Tennyson's visit there, tallying nearly ten a day. And speaking of Tennyson, that pest should have gone up in the explosion. A horrible accident, of course. FTL drives needed to be stored at specific temperatures but overheating could sometimes happen if correct conditions weren't maintained. It was a terrible shame to have lost Tennyson and his partner in such a painful way.

Or, it _would_ have been, had it actually happened. Somehow, even though Argyle had personally seen them get on the ship, they had survived. He knew because that explosion had been designed to scorch them, not incinerate them. Had they survived the flames, horrible disfigurement and an agonizing future would have awaited them. Had they died, like they were supposed to, Argyle should have been able to easily find their charred remains in the burnt out husk of the ship's hull. But even after his men wasted away turning over mountains of rubble for hours upon hours, no bodies (alive or otherwise) had been located. Before, Argyle had doubted what he had read in the human's file — that Tennyson literally _couldn't _die thanks to that stupid Omnitrix — but this had made him start to reconsider. Which meant that the troublemaker was running around the planet without the faintest hint of supervision and all the information he needed to bring Argyle's carefully-constructed empire crumbling down.

To make matters worse, Magister Tennyson of Earth kept trying to get in contact. Argyle was avoiding him, but he could only pretend that communications had been knocked out by a solar flare for so long before suspicion rose. And if he came to Petropia looking for his grandson, well... Killing Tennyson was bad enough, but not even the most incompetent Plumbers would believe that the deaths of so many influential visitors were a mere accident.

His partners were already aware of these facts, of course. That was likely what they wanted to fight about. Argyle let out a heavy sigh of resignation before sitting down at his office chair and accepting the communication link.

"_What were you thinking?_" Murowa shrieked almost immediately. Her voice was high-pitched at the best of times, but when she was angry, her annoying trilling sounded more like glass scraping together. "_You'd better thank whatever Gods you believe in that I'm a couple dozen light years away right now, or I'd _skin you _for that stunt! I've told you already, you lobotomized imbecile, I have eyes _everywhere_! No one _breathes _on that crummy planet of yours without me knowing about it! If they hadn't made it out of that alive, I swear I'd—_" What followed was lost in a jumble of incoherent and unfinished thoughts, peppered with swears and indecencies that would make any warlord blush.

When she finally tapered off, Diavik let out an amused chuckle. "_Feel better?_" Though he was pixelated on the screen thanks to poor long-distance quality, it was obvious how pleased he was. Their "business" hadn't been doing so well recently, but Diavik had often mentioned that the drama at auctions made for a delicious meal. That was probably the only reason that he had joined the call. When Murowa was angry, it could feed him for a week.

"_Cram it, you emotional vampire!_" She snapped back. "_Tell me, Argyle, did we or did we not _just _conclude a conversation about Tennyson a week ago? Please tell me that you are not actually brain dead."_

Argyle felt his eye twitch in irritation. "I remember," he said shortly, "but that was before Tennyson _actually _arrived here. He knows too much now. We can't risk everything for your entirely hypothetical plan. The resources that we have now are adequate. Another month or two of collecting and then we can leave. Why risk all of our hard work on someone as unpredictable as _Tennyson_—" The name made him sneer. "—when it would be more productive to cut his hand off and end him? The Omnitrix will fetch us an incredible price and I'm certain that someone would pay for his skin, too. Perhaps as a trophy."

"_You're in denial,_" Diavik piped up. "_We've all seen the numbers, Argyle, and there's no way that this operation can last if we ever leave our current hunting grounds — let alone if we want to take this all the way to Andromeda._"

Murowa cackled — the unnerving screech of a person who had lost their mind long ago and no longer cared. "_Thank you!_" She howled. "_Not that Mr. Hard Ass over here _ever _listens to the reports I give him! How long have I been telling you that, Argyle? Long before you were the Magister! I've said it before and I'll say it again — we need Tennyson _alive _for this to work long-term, if at all. Got that? "Alive," meaning, "not blown up"!" _On screen, the colored spots on her cheeks went from their normal red to a deep cyan with frustration. Had Argyle not been so mad, he would have laughed.

"It's never been about the money for me," Argyle quipped back. His eyes narrowed. "Why should I care what you want to do with him? It's _my _plan, and right now, he's a threat. I'm not throwing away years of hard work and planning on a hunch. He knows too much. That's all there is to it. You're letting your ambitions cloud your judgment, Murowa, not that it's anything new. You know what he's accomplished. Even if we could capture him, he would never stay our prisoner. He's better off dead."

She shook her head like Argyle knew she would. Murowa never listened. "_And you're being short-sighted, again! You can burn your cut of the damn money for all I care, but without it, there's no operation and you're stuck playing the nice guy for the rest of your life. We can't keep this up if you keep saying all of our assets are threats. That's _literally _our primary source of income._" A dry smirk came to her lips. "_Besides, if we can capture him, we won't need fresh prisoners anymore. If we can hold this many Petrosapiens, we can hold one scrawny human._"

"No, not one _human_. We're talking about _Ben Tennyson_." Argyle sighed, pinching his brow. His head was made of peranite and somehow, her voice was _still _capable of making it throb. "The Plumbers will follow us to Andromeda for their pet if they have to. If not, his Revonnahgander partner will, and so will that _fool_, Tetrax. Tennyson's a liability."

It was almost as though she was waiting for that. And, knowing her, she probably was. Murowa had peeked into his head, once, when they first met and Argyle hadn't changed much since then. "_Yes_," she agreed, "_so why not kill _them_? I know you enjoy removing threats. Let me handle Tennyson. My field agents will have him out before you even have time to complain, and you get to deal with his friends at your leisure. If I fail, well, it's not as though your money or your reputation will be affected. Let me try._"

Diavik chuckled good-naturedly. "_You might as well say yes, old friend_," the Pugnavore said brightly. "_Even if you refuse, you've no way of stopping her from doing what she wants. And her track record says that it won't exactly be a shot in the dark_."

Though his expression scrunched up in annoyance, Argyle sighed in defeat. Why not? If she succeeded, he still got what he really wanted, and if she failed, he would mutilate Tennyson himself. The image of what Murowa would do with the boy if she succeeded, well… even Argyle wasn't _that _sadistic, but he wasn't going to object or petition for better treatment.

"_Fine_." Argyle's shoulders sagged as he gave in. "I won't kill him until _after _you fail. Do those conditions suit you?"

Murowa grinned, cold eyes glittering as eagerly as her razor-sharp teeth. The purr that all Nemuninas had in their voice, the one that she worked so hard to repress, crept into her tone. "_Oh, they suit _perfectly."

Had he been a kinder person, Argyle might have wished Tennyson luck in evading her. He might have even felt pity or guilt. But he hadn't been that man for several decades and he merely bid Murowa and Diavik goodbye before ending their call.

Only once he was certain that no one was watching did Argyle let a shudder of dread run down his spine. When she was done, Tennyson would be unrecognizable.

* * *

**A/N: And that concludes our first act! We have some characters to get to know, a goal to reach, and our three main villains have been touched upon. What will our heroes do in the face of such impossible odds? Win, of course. All this and more, in Act 2 of DAF! **

**Chapter Nine: **_**Add Insult to Injury**_


	10. Add Insult to Injury

**A/N: I figure this isn't going to end up being my most loved fic or even a very popular one in the Ben 10 fandom, but this story is something that I'm passionate about, so it will be finished even if only two people end up reading the final chapter. I promise. Work on this started in March and I think that I'll be finished either in late August or mid-September. Update-wise, it'll be a few months more, but we'll be done before December. **

**That being said, as of posting this, Act Two is completely outlined! You can expect eight chapters and an intermission before Act Three, making it exactly the same size as Act One. I'm not sure about Act Three yet (I haven't outlined it) but it will probably be longer than the first two. Most likely, it will have an intermission in the middle and an epilogue to end it off. Then I have a oneshot continuation planned that focuses on Ben and Rook. I'll elaborate more on that in Act Three, so stay tuned and enjoy!**

* * *

While he was waiting, Rook got a good look at the base where he was expected to stay for the foreseeable future. By that point, Patience had already explained that this was a small outpost designed for maximum stealth while spying closely on the Plumbers, and _not _their main base. Still, he couldn't help but feel that it wasn't as impressive as it should have been.

The cheap lighting was one thing, but the boxy feel of the base's entrance hadn't gone away. It was all very practical with little innovation. All rooms were square, all the hallways were rectangular, and everything was peranite. It made Rook appreciate the Plumber base a little more. At least the doors had been metal and his room had come with a multicolored blanket.

As for the recruits themselves, Rook was withholding all judgment. He had only met four of them so far and they were all untrustworthy. That included Patience, though Rook had to begrudgingly admit respect for her past accomplishments as a Plumber. He had read a brief summary of her term as Magister in preparation to visit Petropia, weeks before. He could verify from the pictures he had seen that Patience was who she claimed, but that didn't mean anything. The file had _also_ said that Patience was killed in the traditional dual for Head Magister.

The door across from Rook's chair opened. Immediately, he was on his feet. Not noticing this, Ben left the room with a relaxed and overconfident smile on his face. Considering the state of his ankle, that wasn't something that Rook wanted to see.

"How did it go?" Rook asked as he glanced between Ben and Patience, who stepped out of the small office behind him.

Ben shrugged nonchalantly, though his smugness betrayed his real thoughts on the matter. "Pretty good. We just talked a lot about the past and built some bridges, that's all, Rook."

The idiom took a moment to sink in, but by the time Rook had connected what Ben _said _with what he _meant_, Patience was already speaking. "It's a private matter, Rook. You both can feel free to discuss it once you're alone. But I understand that all of this change has been happening rather quickly and I want to invite you both on a brief tour of the base so I can tell you where we'll be going from here."

Another tour of another base. Rook wasn't convinced that Arkein was all that different from the Plumbers, but he hadn't seen enough to settle on a judgment one way or the other. He wanted to talk to Ben but, seeing how excited the hero looked, Rook bit back a sigh and mustered up a smile. "Of course. I am eager to learn all that I can from you."

He wondered, briefly, why Patience would need to speak privately to Ben but not Rook. He tucked that away to bring up later with his partner. It didn't seem urgent if Ben's relaxed demeanor was any indication.

"That's what I like to hear! We'll begin this way if you please." Patience put a hand on both of their shoulders, nudging them down the hall and further into the base.

The boxy aesthetic stayed, but at least their tour guide was friendly. A part of Rook felt guilty about his unfair distrust towards Tetrax when they first met, so he was doing his best to be as understanding as possible. It would have been different if he were alone. As much as Rook respected and, occasionally, admired Ben, his partner was far too trusting considering all the battles he had fought. That could be a good trait sometimes, but under such shady circumstances, Rook felt that he had to be skeptical to combat Ben's eagerness. One day, rushing head-long into something that he didn't understand was going to get Ben seriously hurt and Rook wanted to delay that inevitability for as long as he could. His precaution was necessary.

"Our surveillance room," Patience said as she stopped to open a door.

The setup was surprisingly high-tech, with a large bank of computer monitors showing live footage from different hallways. The cameras were in full quality and adjustable, as the current Petrosapien watching the footage was zooming back out as they entered. He gave Patience a respectful nod, which she returned.

"Rookies take turns on monitor duty. One thing that the Plumbers are right about — I've found that it builds character and a good sense for the importance of procedure," explained Patience. She shut the door behind them. "You'll both be able to take shifts for monitor duty if you want. I wouldn't classify either of you two as rookies, but sometimes it's good for having a place to think. In all honesty, not much happens in these halls. Oh, that reminds me. We'll need to come up with something for your codenames."

Instantly, the bored expression on Ben's face gave way to anticipation. "_Codenames_? Do we get to pick? _Please _tell me that we get to pick." He held his hands together pleadingly.

"Oh." Rook blinked. "Codenames would explain the unusual names of those we have recently met. I was curious about that."

Patience nodded in agreement. "Yes. A few of us use our regular names mostly, but most prefer the names that they made up when they left polite society. But those aren't codes — codenames are for mission use only. It helps to keep the enemy on their toes, in case our equipment is bugged. For mission purposes, you can call me Slugger," Patience told them with a wink. "An old nickname from childhood. I never thought I would use it again, but times change. Anyway, don't feel pressured. You both have plenty of time to settle on what you would like to be called. Come." She gestured for them to follow as their tour resumed.

While they walked, Patience launched into an explanation about the construction behind the base and the benefits of its perfect, ninety-degree angles. Rook found it interesting, but Ben seemed to disagree. Not even fifteen seconds into the lecture, he jammed his elbow into Rook's side to get his attention.

"What codename do you think I should go with?" Ben asked in a whisper. "I've got nothing. It has to be awesome, you know, but also strike fear into people's hearts. The other mes in the multiverse call me "Prime," but how lame is that? It's fine when it's myself calling me that, but my codename's got to have some respect behind it, you know?" He sighed as though the decision was tragically heavy.

"Not at all," Rook replied dryly. He smirked. "I have always been partial to what Proctor Servantis called you — "The Coming Storm," "Destroyer of the Universe," "Omnipotent Monster" — the possibilities are truly endless. Of course, Gwendolyn has always had such accurate labels. Why not "dweeb," or "doofus"? No one would guess that it was you."

"_Haha_." Ben rolled his eyes. "I'm being serious, though. Do you at least know what you're gonna use?"

Rook shook his head. "No. My people are not the type for nicknames or things of the sort. I have never given one before. The closest is when I call you "partner," or "dude," but the former is more of a title and the latter is Earth slang, as I understand it."

There was a thoughtful hum as Ben tapped his chin. "Huh. Well, in that case, I guess the only _moral_ option is to help you out. What do you say to a little brainstorming session later? We can write down some ideas while you're training and I'm pretending to be interested," he suggested brightly.

Biting back a smile, Rook arched an eyebrow in his best attempt to look reprehensive. "You could train with me instead. You will need to get used to moving with an injury and relying on other muscles. Speaking of which, we need to find ice for your ankle. And you should—" He was going to say more, only for Ben cut him off with a shushing sound, holding a finger up to Rook's face close enough that he had to cross his eyes to bring it into focus.

"_Shh_, Rook. One crisis at a time, buddy." Ben said with a grin, dropping his hand.

Any pretense of seriousness fell to the wayside. Rook couldn't help but chuckle, shaking his head. "Then codenames it is. As long as you agree to get ice for your injury while we talk."

"Deal." Ben sealed this agreement by holding up his fist. Unlike how he would have handled it when they first met, Rook didn't hesitate to return the fistbump.

They were interrupted when Patience cleared her throat, an unimpressed look on her face. Ben had the decency to attempt looking apologetic, but he didn't do a very good job of it. "If you two have finished your side conversation…" she sighed, stopping in front of another door, "I want to do a quick look through all of the essentials. Our living block is small, mainly used for temporary stays, but it has everything that you'll need."

She opened the door, revealing a two-person bedroom about half the size of the one at Plumber base but decorated almost identically. All it meant was less floor space, but Rook didn't see it being a problem. "This is where you two will be sleeping. There's no real curfew, but don't leave the base at night. Petropia is a cruel place after dark," she warned. Then, much less serious, Patience pointed down the hall. "The showers will be down there, on the left. Food is in the opposite direction. If you're worried about being fed ration minerals, don't be. I keep my soldiers fed entirely self-sufficiently and some sympathizers up on the surface get us shipments of human food every so often. I can't promise that it will be of high quality, but neither of you will be going hungry." This is punctuated with another smile, though it felt more forced than the ones before it. Rook couldn't begrudge her for that, though — Ben had that effect on plenty of people.

"Sweet," was all that Ben said. He shoved his hands in his pockets, feigning nonchalance. "So, uh, side question, since we're on the subject of living areas. Do you guys have any clothes that could fit me? My stuff all went up in that explosion. I think that Rook could get some replacement items too, but I'm pretty sure that he wears that armor every day without issue so it might not be as urgent for him."

Rambling — one of Ben's many nervous habits. Rook suppressed the urge to roll his eyes. If he gave Ben a hard time for it, the situation would only dissolve into fiddling. "I lost repair and maintenance equipment for my Proto-Tool," he explained, gesturing to the weapon over his shoulder. "It is not anything that you will be able to replace but, if you have a weapons' area, I would like permission to visit. The Proto-Tool needs consistent care to keep it operating at its fullest."

Patience looked Ben up and down thoughtfully, giving Rook's weapon a quick glance. "Yes to both of you. I think." She tilted her head back like she was holding back a groan, placing her hands on her hips. "Rook, yours won't be a problem, but as for your request, Ben… well, the only clothes we really wear around here are armor and that only comes in so many sizes. We could probably find something custom-made through surface contacts, but it won't be happening any time soon. As I'm sure you can imagine, our resources have other priorities. But I wouldn't say that it's impossible. In the meantime, just try not to get yourself dirty." Satisfied, she patted Ben on the shoulder and brushed by them both, continuing. "Since that's settled, why don't we visit the conference room and central hub?"

There wasn't any real reason to refuse, so the two off-worlders followed. This time, there was no side conversation while their tour guide prattled on. Regardless, Rook felt more at ease than he had before. It was comforting to know that Ben was processing everything fine and was still himself. It was a partner's job to make sure that their other half was doing well both mentally and physically but Rook couldn't pretend that his behavior was the result of orders he had been given. No, he kept an eye on Ben because he wanted to. Friendship tended to have that effect, he had noticed.

They saw the more technically important parts of the base next. Even with the entire compound underground, it soon became clear how small it was. The entire complex could fit in just one floor of the Plumbers base. Still, it was functional. The main hub was a large, open room with branching hallways that led to different sections. There was the living area, training area, weapons and maintenance, a small garage, a section for handling plumbing and wiring, and one that was restricted.

"That's only for those with the proper clearance," Patience said as they passed the closed-off door. "You can consider it my personal quarters if that helps stave off your curiosity."

It didn't, but Rook kept his mouth shut and nodded anyway.

Their tour concluded back in the main hub, where other Petrosapiens working with Arkein were buzzing through during their day-to-day tasks. There wasn't any uniform for their armor, but they sported different crests that Rook assumed to be a mark of their clearance level or authority.

"That's all you'll need to know about this base," Patience concluded. "You'll both have free time until I'm ready to call a mission briefing. I suggest familiarizing yourself with the training room and the weapons' vault. If you're anything like the other recruits, that's where you'll be spending most of your time. I'll see you both relatively soon." She punctuated this with an odd salute, crossing both arms over her torso and knocking twice against her chest.

There was a moment of hesitation before Rook dubiously copied, repeating the salute. Ben followed his direction, a frown on his face. It must have been what Patience wanted because she smiled and inclined her head politely before turning and disappearing into the private sector.

Left alone, Rook and Ben weren't entirely sure what to do with themselves. None of the passersby acknowledged them beyond silent stares and, despite having just finished the tour, it felt like they were trespassing somehow. It was as though they didn't have the right to be standing there, which was ridiculous, but Rook couldn't shake the feeling of unease trickling down his spine.

"Well," he said after a moment, turning to Ben, "we should take a look at your ankle and find some ice for the swelling. Sprains are not serious as long as you do not aggravate it." He grimaced. "Anymore than you have already, at least."

The comment got Ben to stick his tongue out — rather juvenile of him — but it was nice to have his laid-back personality amongst all that had been happening. Rook would likely have been facing a burnout if they were _both _being unbearably stiff.

Thankfully, despite his bad attitude about it, Ben didn't protest a quick stop by the kitchen to find some ice. He was good at hiding it, but Rook wasn't stupid. He could see Ben limping with every step and he noticed when it got worse, the human's face scrunching up slightly at every step. That was a bad sign. Rook had read extensively on common human injuries and sprains weren't supposed to be that painful unless they were serious. And, a hundred thousand light-years from any surgeon who knew enough about humans to handle a surgical operation, they couldn't afford to let the sprain get any worse.

Most planets had water, luckily. Even if Petrosapeins weren't carbon-based, they still needed it, though their requirements were considerably less than a humans'. A few minutes of digging around the kitchen while Ben sat on the counter resulted in the discovery of an alien freezer which, to Rook's relief, had plenty of ice in it. He wrapped a big chunk of it in some of his leftover gauze and gave it to Ben to hold onto while they moved somewhere more appropriate for first aid. Staying in the kitchen would have been unsanitary.

A few minutes later, they arrived back at the bedroom. One of them had been paying attention, so it hadn't been hard for Rook to navigate. Ben sat down on one of the beds without needing to be prompted, letting out a soft sigh as he pressed the bundled ice to the most swollen area of his ankle. It was when Rook moved closer that he grew tense.

Ordinarily, the Revonnahgander might have entertained his partner's ridiculous expectations about seeming impervious and immune to pain. Considering their situation though, Rook wasn't in the mood to play games.

He placed his hands on his hips, fixing Ben with a firm look that he had often seen Gwendolyn use on her cousin. "You are not going to avoid vulnerability today, Ben. You are injured. I am the only one on this planet with even _basic_ formal education in treating human wounds. Unless you would like your ankle to grow worse and impede your ability to fight, you will let me take a look at it."

There wasn't much of a response to that, as Rook figured there wouldn't be. Ben moved his mouth with the intention to protest, but in the end, it came down to two choices — take the brief embarrassment of having Rook play nurse, or take the much more impactful mortification of admitting that he had a hero complex about accepting help. It only took a few seconds for Ben to work through that puzzle. He wasn't an idiot and, to the relief of both of them, settled for an eye roll as he removed the ice and stuck out his leg.

It was more than a little sarcastic, but it wasn't a refusal. Rook considered that progress.

He knelt by the bed, unwrapping the gauze carefully. It wasn't bloodied, which was a good sign. Had the injury been external too, there could have been something seriously wrong. The sprain was swollen, but not enough to be worrisome. When Rook gently probed the reddened areas, Ben's frown tightened and he shifted instead of flinching or recoiling. Compressing it when they did had been the right choice.

"There," Rook sighed as he finished wrapping it back up, tighter this time, and got to his feet. "That was not so difficult. It is only a mild sprain. You should have no trouble healing as long as you do not strain it too much." He offered Ben his hand, but the human ignored it, staring thoughtfully at the block of ice in his hands. Hesitating, Rook dropped his arm back to his side. "...Ben? Are you alright?"

"Hm?" The hero blinked, looking up at Rook with genuine confusion. "Yeah, fine. Just kinda sore. I was wondering how I was going to get this ice pack to stay in place. I never really considered how much time I spend standing and walking. Ice keeps the swelling down and I really don't want your bandages getting any tighter. It might cut off the circulation to my foot."

It was a bald-faced lie, but Rook quickly decided that it wasn't his place to make Ben tell the truth. He was a friend, not a mother. "I could wrap it in place," Rook offered with an amused look. "Or, if that would look ridiculous, I could carry you everywhere, and—"

"Woah, would you look at that!" Almost immediately, Ben was on his feet, holding the ice away from his body with one hand. "Back on my feet. You know, ice is overrated, anyway. I don't know why people are always complaining about injuries swelling. I feel fine, don't you? We should get to the training room and get started on those codenames."

Rook bit back a grin. "Yes, you have a point. That would not have been fun for me, either." He left the room with Ben pouting, but the atmosphere between them was relaxed.

The training area was, as Rook expected, high-tech by Earth standards and mediocre compared to what they had seen at the Plumber base. There was an impressive obstacle course, a number of large metal machines that Rook couldn't name, and an empty area had been carved out for a running track. Most of them were, of course, designed for Petrosapiens. Without the equipment that he was used to, Rook estimated that a few exercises would have to be cut from his routine. He would make up the lost time by spending longer on other workouts.

"At least the track is usable by humans," Rook remarked as the two stood on the sidelines, watching a group of Petrosapiens run around it.

Eyeballing the track, Rook figured that the path spanned an eighth of a mile in Earth phrasing. It would be a number of laps to reach his twenty-mile a day routine. Then again, he had been neglecting his usual workouts since arriving on Petropia. Fifteen miles sounded more reasonable to start and Rook could work back up to twenty within the week.

"Yeah, good news for you," agreed Ben with a despondent nod. He reached over and flicked open one of the utility pockets embedded into Rook's armor, pulling out a notepad and pen without needing to ask where they were kept. Prize in hand, he took a seat on one of the benches on the sideline, folding his legs and resting the injured one on top to balance the ice on his ankle. "Enjoy your run. I'll come up with a cool codename for you, partner, I promise."

There wasn't much room for debate. Ben had already started writing, frowning in concentration. Holding in a sigh, Rook rolled his eyes, but he couldn't pretend that it was anything other than fond. He left Ben to it and started his first lap at a leisurely jog. Only one-hundred and fifty-nine more to go.

When Rook came back around, lap after lap, Ben would stop him to read off some ideas. The highlights included, but were not limited to, "Samurai," (corrected to "Ninja" when Rook mentioned his distaste for heavy armor) "Fuzzy," "Quick-Draw," and "Bullseye." There were countless options scribbled into Rook's notebook, but none of them were for Ben. According to him, it was because his would be "too easy" and he "wanted a challenge." That got him a smack on the arm, not that Ben did anything in return except laugh.

In addition to coming up with codenames, Ben had also tasked himself with keeping track of Rook's laps. The little tally marks in the corner of the note pages were surprisingly helpful. Whenever he was stopped and Ben started talking, the numbers could easily get jumbled in Rook's mind. It was sort of nice to have someone to talk to while he did his routine, though. Rook knew that Ben wasn't a fan of training unless it was with his aliens, but he wondered if it would be out-of-line or improper somehow for him to ask his partner to sit in more often. Then again, that would be admitting to enjoying their exchanges, and Rook could not forsake his many eye rolls by doing something like _that_.

After one-hundred and three laps, Rook was surprised to find Ben holding a cup of water when he came back around. The dishes were, of course, made of peranite. Still, Rook found himself hesitating as he took the glass when Ben offered it. He wanted to know when Ben had gotten the time to hobble to the kitchen and back, but more importantly…

"Don't worry, it's not poisonous," Ben assured him, rather uninterested. "This place doesn't get its minerals and water from Plumber rations, remember? I think they do it on principle because they _definitely _didn't know about the toxins in the water before we got involved in this. It's rainwater." When Rook still hesitated to drink, Ben rolled his eyes, finally looking up from whatever he was writing. "Relax. Swampfire took a look at the Red Sleep, remember? Its poison doesn't affect anything besides Petrosapiens. I'm absolutely certain. Or, well, at least eight-percent certain," he corrected with a shrug.

Rook scowled, but he was incredibly thirsty. He didn't usually run ten miles without something to drink in between. Steeling himself, he took a deep swig of water. If he died, then at least he would die proving Ben wrong.

"Where did you get the water from?" He asked as he sipped more calmly. "You could not go to the kitchen and arrive back here before I could complete a lap."

With a huff, Ben held up his wrist and tapped the Omnitrix pointedly. The device had no reaction, remaining powered off. "Yeah, not anymore, I couldn't. Sybil brought it." He pointed to another part of the training area, where rows of heavy, Petrosapien-based equipment was lined up. Tetrax was working with what looked like some sort of spiked weight machine while Sybil watched, talking animatedly about something that he obviously wasn't listening to. "Funny," Ben mused. "I was just thinking about getting you something to drink, too. No offense, but you look like a drowned rat. Are you supposed to be working out in your Proto-armor?"

"The Proto-armor can handle all manner of physical activity," Rook retorted with an indignant snort. He watched Sybil and Tetrax for a moment longer before turning back to his partner. "Did she mention to you what she hoped to accomplish with Tetrax?"

Ben shrugged. As usual, the subject of romance failed to hold his interest. "Yeah, she was going to ask him to spar with her. I don't think that's part of his routine or whatever, though. It doesn't seem to be getting anywhere."

Considering that his partner barely grasped human romance, Rook wasn't about to start explaining Petrosapien courting practices to Ben. Still, he watched with a trace of amusement and pity. A sparing session was awfully personable — quite a forward move from Sybil, considering how little Tetrax seemed to care about her advances.

"How is your ankle?" Rook asked, blatantly changing the subject. "Will you be able to participate in a field mission, if Patience assigns one?" He would prefer that Ben take it easy for a few days until it healed, but realistically, that wasn't going to happen. Even without using the Omnitrix, Ben could still be an asset in a fight and the only thing that could keep him from fighting was death. And even then, Rook had seen Ben practically come back to life. It felt, to him, like his partner was invincible.

"It's… better," Ben settled on after a moment. He shifted over some, patting the bench next to him. Rook took the hint, sitting without comment. "The ice helped bring down the swelling but I haven't been moving it so I'm not sure if it still hurts to walk on or not. Probably does. But I mean, it's just a few days. I've kind of always been a fast healer and I figure you'd be a lot more overbearing if it was serious."

Rook started to retort — true though Ben's statement may be — but cut himself off when he noticed Sybil approaching them. Despite her rejection, she seemed to be in a good mood. It was starting to seem like she was the type to always be happy.

"Hey, you two," Sybil greeted with a wave. "Patience wants us in the conference room. We should head over there. Tetrax already went." She jerked her thumb towards where he had been working out. The machine was turned off and left unattended. She gave no implication that she cared in the slightest.

"Really?" Ben arched an eyebrow. "Wait, how would you even know that? You don't have a communicator and she didn't come in here and you haven't left except to get water, so did you run into her in the kitchen or…?"

Oddly enough, his questioning made Sybil's smile widen. "We should go. Patience doesn't reward tardiness and you two are going to want to be there. It's pretty exciting and you off-worlders are the most important part."

Though he was still skeptical, Ben shrugged. He picked the ice back up, getting to his feet. Once he was sure that the human wouldn't fall, Rook did the same. Ben still had a bit of a limp in his step, but it was clearly less painful than it had been before. If he really did heal quickly and wasn't only saying that so Rook would back off, the injury wouldn't be a problem within the week.

Before they went, he quickly downed the rest of his water. Rook wasn't sure what to do with the empty glass, but before he could decide, Sybil held out a hand.

"I'll take it if you want," she offered brightly.

There wasn't any reason to refuse, but Rook hesitated before eventually passing it to her. As the glass came into contact with her hand, it made a loud cracking sound. Rook thought that he had hurt her somehow, only for the glass to melt like candle wax and sink into her skin. The process took less than three seconds and Sybil's expression didn't change, as though nothing had happened at all.

Ben was much less nonchalant about it. He gaped, shocked. "You can do that?" He sputtered. "I always thought that it wasn't a part of your body once you made it. But it just… it can reabsorb?"

"Well, it's not a part of us," Sybil explained. "It's kind of hard to put into words. The next time you turn into a Petrosapien, try it. You'll probably learn more that way than I could ever tell you. It doesn't become part of us in the way you might think. Our bodies repurpose the minerals, so we can't do it nonstop. Think of it as… eating, kind of. But we can't sustain ourselves off of just peranite, so it's more like having a snack." She smiled serenely. "Now, don't we have somewhere to be?"

With that matter settled, the three of them left the training area. Rook was a little annoyed by it, but he would probably settle for doing his routine before bed, the way that he did it back on Earth. Cardio in the morning and muscle-development in the evenings. It was the only way he could schedule it to work around patrols or whatever crisis he and Ben had to deal with that week.

Their walk was quiet, though Ben had a few questions for Sybil about the limit of Petrosapien abilities. He felt bad about it, but Rook ended up tuning most of that out. He knew plenty about Petrosapiens already and Sybil's explanation of how to manipulate peranite more artfully went a bit over the Revonnahgander's head. Try as he might, he couldn't picture the world in the same way that Sybil and Ben talked about it. He had no idea what "energy" he was supposed to "reach for" in order to control peranite, but Ben nodded along eagerly and added in enthusiastically where he could.

"Looks like you finally caught up," Tetrax remarked as they rounded the corner. He was leaning against the wall by the closed door to the conference room, waiting. Seeing their questioning stares, he rapped his knuckles against the door. "No one's inside."

"Oh." Ben frowned. "Didn't she want us here, though?"

Despite their accusatory looks, Sybil remained unphased. "Yes. Just wait for another moment or two, please."

There wasn't much else that could be done. Rook folded his arms across his chest to wait but was quickly back at attention when Tetrax straightened.

"Ben. Can I talk to you for a moment, in private?" He asked. There was only a beat of hesitance before Ben nodded. He didn't spare a look at Rook, following Tetrax back down the hall and around the corner. Swallowing his suspicions and distrust, Rook said nothing.

Silence fell between the remaining two. It wasn't uncomfortable, so Rook felt no need to break it. Besides, he was more than happy to stew and boil in his own unhappy thoughts. He wished that he knew where his disliking of Tetrax stemmed from. Rook liked to think himself a fairly open-minded individual and he usually had a reason for not liking a person. He hated the guilt gnawing at his gut. It was obvious that Ben trusted Tetrax greatly and cared a lot for him, so why was Rook incapable of understanding that?

"You worry so much," Sybil sighed, startling Rook from his musings. "It's written all over your face. Why can't you manage to relax, Blonko?"

Hearing his name caught Rook off-guard, causing him to choke back the retort he'd been about to spit out. How had she learned his chosen name? The only person on the planet who knew that to be his first name was Ben and Rook was fairly certain that he hadn't told anyone.

"That is… none of your concern," he retorted. Rook turned away, hoping that Sybil would take the hint. He had no such luck.

"Maybe your worries are justified," she sighed, looking wistfully the way that Ben and Tetrax had gone. "You'll never know until you explore the possibility. But then again, maybe you should stop being so possessed over every last detail. He can handle himself."

Rook sighed. He didn't want to acknowledge Sybil, and yet… "I know that," he muttered, "but that does not mean that I cannot try to protect him. We are partners. It is my responsibility."

Unimpressed, Sybil arched an eyebrow. "Because it is your job or because you care?"

Lips parted, Rook was about to dismiss the idea entirely. What did it matter? Either way, his logic was flawed. Ben didn't need to be "taken care of." He had made that perfectly clear over the time they had known each other. It would only frustrate his partner to have to explain, yet again, that he had saved the universe multiple times and was capable of keeping himself alive. Whether Rook wanted to try because it was his job or because he cared about Ben, the result would be the same.

The guilt weighed heavy in his chest. He didn't want to admit it, but Rook's "job" was exactly the problem.

"You're already here?" Patience interrupted their conversation, a confused frown on her face. "Well, uh, that's… convenient. I was about to have someone collect you all, but this is much easier. Thanks, Sybil." She pushed open the door to the briefing room, waving them inside. "You told the others as well, didn't you?"

Sybil nodded. "They should be here any moment, Patience," she replied. She gave Rook one last pointed look before ducking into the room.

After a moment's hesitation, Rook followed her. The conference room was small and square with a circular table taking up most of the floor space. There was a gap in it for someone to step into the center, as the middle of the room was dominated by a holographic 3D projector. Twenty or so chairs surrounded the table. Whatever meetings were held in the room, they were small and likely private.

Rook chose a seat that gave him a good view of both the display and the door. A few moments later, Tetrax and Ben entered. Apparently, their conversation was done. If the looks on their faces meant anything, it must have gone well. This time, Rook didn't try to deny the sticky, unpleasant bitter feeling in his chest.

Seeing his partner, Ben made a beeline for him. Tetrax, however, was almost immediately flagged down by Sybil. He knew that she was doing it for her own purposes, but Rook still couldn't help but be a little grateful. Ben sat with his injured leg crossed over his other, resting the ice on top of his ankle before folding his hands over the tabletop and focusing directly ahead of him.

The silence lasted for only a second. "Do you know that this meeting's about?" Ben asked, leaning over to whisper to Rook. "She said there's supposed to be others joining us, but she didn't explain what we're here for."

"No, I do not." Come to think of it though, had Patience even _asked_ them to be there? She had seemed surprised to find them already waiting. Rook frowned, watching Sybil from the corner of his eye. How had she known to tell them something that Patience hadn't asked for? "I imagine that it must be important, though. She did mention that she was working on a plan of attack. Will you be able to handle something physical?"

As soon as he said it, Rook knew that it was a mistake. Like flicking a switch, Ben's smile fell and his expression grew tight. "Yeah," he said airily, not bothering to be quiet as he looked away. "I think I can handle a little running around, _mom_. Worry more about yourself, Rook."

They sat quietly for the rest of the time that it took the rest of the people to file in. The only Petrosapien that Rook recognized was Conway. Thankfully, he took the seat next to Tetrax and started up a casual conversation with his friend, pointedly avoiding looking in the off-worlder's direction. In all, Rook counted ten strangers. They were polite about it though, either masking their distaste upon seeing Ben or keeping their curiosity to themselves.

"Is everyone here?" Patience asked as she surveyed the room. "Good. Now, in light of the efforts of Rook and Ben, as well as some further digging from Tetrax, we've recently discovered that Magister Argyle has been poisoning the water supply being rationed to poor areas with venom harvested from the Red Sleep. You have all been briefed on this separately." She turned the projector on, displaying a sort of checklist written in the Petrosapien language. "Our goal is simple. In two days time, we will host a small assault on the factory that mass-produces these rations for consumption. The objective is not to destroy it, rather only to destroy the process that adds Red Sleep venom and learn as much about it as we can in the brief time frame that we have. Any questions?"

There was a beat of silence. One of the Petrosapiens started to say something, but Patience continued without more than a glance at her. "Thanks to our sources with access to Plumber files, we managed to get these blueprints, despite their low clearance." She swiped the hologram to the right, displaying 3D blueprints of a large factory. The writing was in their alien language again, but the diagram was detailed enough that Rook didn't have any trouble following it. "Now, there are several areas undefined on this blueprint, as you can see." She highlighted five areas by tapping on them, wiping the rest of the screen blank to bring the undefined rooms into focus. "Red Sleep is incredibly deadly. The room where it would be held will need to be big enough to support both the machinery to extract and contain its venom, as well as keep whoever's working with it safe from its effects. That eliminates two of the rooms." Another swipe of her hand crossed out the two smallest of the five.

"Because the Red Sleep is considered highly illegal to weaponize, where it's kept will have to have high-clearance security. By cross-referencing the blueprints with the guard patrol schedules and camera locations, I've managed to narrow it down to these two rooms." She colored the two green, bringing the rest of the complex back into view in order to show their locations. One was on the second floor and the other was on the level above. "The guard patrols are another monster all together. This is a very expensive and important factory. It has regular patrols that hardly leave any single area unwatched at any given time. So, here's how this is going to work."

With a flick of her wrist, Patience pulled up a list on the side. Rook was familiar enough with the language to recognize them as names, due to their distinct symbols. She grouped four names together, dragging them to the first possible location. "Team number one is going to be Rook, Xo'onotlite, Boulder, and Cancrie. Team number two, focusing on our second room," she dragged the next four names over to their task, "we'll have Ben, Haslach, Conway, and Aurum." Next to him, Rook felt Ben tense. Even from across the room, he could sense Conway's similar displeasure. If either of them were planning to protest, they didn't get the chance to.

"This is because with how little we know about what we could find in these rooms, our safest bet is to send each group with a non-Petrosapien, as the venom has been shown to have no effect on them. I want to keep casualties to a minimum. As for everyone else…" Patience tapped the list and the remaining names automatically hovered above fixed spots on the blueprint. "Everyone will be in charge of keeping a different sector clear. We'll all be in constant communication. This mission is about stealth, which is why I have hand-picked all of you. The rest of you will see me separately for personal briefings about your task. It will vary from area to area, depending on patrol schedules and how close you are to our interest zones. Teams one and two will be briefed separately early tomorrow morning. I expect the eight of you to introduce yourselves to your group members if you haven't already met. I'm not requiring friendship bracelets or sleepovers, but if you all can't work together, it could cost us the future well-being of this planet and her people. Am I clear?"

The atmosphere was heavy and tense in the wake of her severeness. When nothing was said, Patience quickly brightened. "Great! In that case, you're all dismissed. Feel free to use the training room liberally in the short time we have. I want this operation underway in two days. Rest plentifully." She did her weird salute thing from before and everyone in the room did the same.

People started filling out quickly. Rook stood, ready to help Ben if need be, only to be surprised to see Tetrax approaching them.

"Are you ready?" The Petrosapien asked, glancing to Rook but directing his question at Ben. "There is a lot that you need to learn about stealth and a very short time frame for me to teach you."

"Don't worry, Tetrax. I'm a great student." Ben said with a grin. He got to his feet and turned to Rook somewhat apologetically. "You can finish your workout, Rook. Tetrax offered to teach me to balance better with an injury and some self-defense against Petrosapiens and stealth stuff since I'm going to be stuck as a human for a while. But don't worry, we can work on some of those codename possibilities tonight, alright? Catch you later," He made a two-fingered salute by his temple, smirking before running out the door with Tetrax not far behind.

There wasn't an opportunity for Rook to get a word in edgewise. He had barely raised his hand to wave goodbye when the two of them were already out of sight.

The unpleasant emotion in Rook's chest tightened unbearably. He faintly recognized it. Jealousy. Was that why he disliked Tetrax? Was he really so petty and insecure? Or was it more than that? Rook didn't move, lost in thought even as the room emptied save for a few other people.

Introspectively, maybe it _wasn't_ jealousy. Maybe it was fear. That was somehow even more ridiculous, but Rook wasn't one to lie to himself. His promotion to magister was still recent when they arrived on Petropia so a lot of changes hadn't been fully implemented yet. It was going to change everything. Rook would have an entirely new list of responsibilities, which meant that he wouldn't be able to be Ben's partner full-time. Magister Tennyson had already discussed possible replacements with Rook and was thinking about ways to broach the subject with Ben.

Things were changing. That must have been what Rook was scared of. He had finally adjusted well to Earth and grown comfortable in his friendship with Ben, inside and outside of the job aspect. It was all going to be swept away. The yearly check that they were originally on Petropia for was supposed to be a test for Rook, to ensure that he could handle the increased expectations of being a magister.

Considering what had happened to his Plumber badge, though, Rook doubted that it was an issue anymore. Even if he was accepted back into the Plumbers, his promotion would likely be moot and he would have to start over as a cadet again.

In the end, all Rook that really wanted was the ability to choose — to be Ben's partner or see what other opportunities were waiting for him. Now, it seemed as though he would be getting neither. It was all slipping away. And he was terrified that there was nothing he could do about it.

* * *

**A/N: Comment your best codename ideas and Ben and Rook will make fun of them in the next chapter. **

**Chapter Ten: **_**Bad Blood**_


	11. Bad Blood

**A/N:** **When I said last chapter to "comment codenames," that was a joke. Sorry if I didn't make it clear enough, but I finished this chapter a month ago. Reader input wasn't exactly my focus at the time, but you guys didn't comment some really good ones. I'm partial to "Bishop" for Rook (that's a really good one, seriously, very nice) and "_MY CAR!_" (best said in Kevin's voice) for Ben, because it made me giggle uncontrollably for about a minute straight.**

**This chapter and the next one in Rook's P.O.V. are mainly to do some character building and take a bit of a break from the plot before it gets heavy. I figured that if I'm going to have OCs, I might as well take the time to get them semi-developed so you guys aren't just watching bland pieces of cardboard jump start some plot.**

**Plus, after chapters averaging seven thousand words, I feel like we could all use something shorter.**

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"_Many of my people distrust you, Ben Tennyson. They question my decision to accept your help." Patience, despite her namesake, looked less than tolerant as she watched Ben from the other side of the table. "But you know this already." _

_The hero nodded, unphased. "Yeah. I'm sort of used to people not liking me. It's more common than you might think."_

"_They blame you for the state of our world," she informed him. "It's easier to blame an outside source than accept that some things are out of a single person's control. The Guardian of Petropia may have brought our planet back, but you brought _us _back, Ben 10, and I don't think that you have ever been properly thanked for that." _

_Ben blinked. "Thanked?" His frown deepened. "The Guardian… You mean Sugilite?"_

"_The very one." Patience nodded. "So much is not known about the back-up crystal that you used to restore us. We call it Pantheon. She has been a treasured artifact for as far back as our history can recount. Her energy is what allowed our species to settle above ground and quickly make the jump to interstellar travel. Very few knew her true purpose, of recording the planet and our DNA along with our memories."_

_There was a pause. "That's… great," Ben said carefully, "but what does that have to do with me bringing the planet back? I knew most of that already."_

_Patience shook her head. "Pantheon is a mystery to all of us, Ben. It was lost after you recreated the planet, collapsing to dust not long after you left. I suspect that her power was completely drained. Sugalite followed, his eternal task finally complete. This is why the people of Petropia blame you for the loss of our buildings and industry and artifacts. We can no longer search Pantheon for the answer of what happened a year ago. But, there is more._

"_It is possible that Pantheon never held the record for these things at all. Even the eldest of us, Petrosapiens who have lived for centuries, can only remember the legend stating that she recorded "the planet and her people." There was never a description of our possessions."_

_Something sparked in Ben's chest. He straightened in his seat. "Are you saying that—?"_

"_It might not have been your fault, Ben," Patience said gently. "It's always possible that you've been being blamed this entire time for something that you had no control over."_

_Relief swept over him. The questions, the guilt, the doubt, the endless repetition of "What if I had tried harder?" — it all caught in his throat. It made it hard to breathe. Ben swallowed hard, not trusting himself to speak. For once, something that wasn't his responsibility, wasn't his problem, wasn't his fault… Could it even be the truth?_

"_Well?" Tetrax asked. There was a contemplative frown on his face. "I know I haven't been the most trustworthy person, Ben, but I'm hoping that this all has proven to you that I really did mean the best."_

"_That was never the part that I doubted, Tetrax." The hero looked away, his expression pensive. "I get why you had to lie. I'm not mad about it, I'm just— ugh, I'm so bad at talking about this sort of thing." He sighed, pinching the bridge of his nose and squeezing his eyes shut in frustration. "Can we just forget that it ever happened? If I can forgive you for trying to kidnap me when I was ten and turning me into Diamondhead just to shatter me the last time we met, I can forgive this. I'm all about second chances." _

_Tetrax smirked. The tension hanging over their rendezvous dissolved. "In that case…"_

"_I was not acting," Rook stated matter-of-factly, _

_And Ben, basking in the glory of having captured Khyber and narrowly avoided having his arm cut off, took a second to catch on. "Wait. So you actually _meant _all of that stuff you said about always having to save my butt?"_

_He could remember all of it clearly. "I have already saved you countless times, and I have only known you a few weeks" Rook had snapped, and even in the moment, Ben had been taken about by how good he was at "faking" such a resentful glare. "I am surprised you made it this far."_

_Ben swallowed his indignation — had to remind himself that they were acting, that their fight was only a stunt. "You want to start something?" He'd shouted back, hand going to his Omnitrix. "Is that what this is about?" _

"_No," Rook had replied, and the fight left him as his stance relaxed as if Ben wasn't even worth the energy to be angry with. "I am going to end something." _

_But it wasn't just their partnership, as the world fell away and slipped through his fingers and it felt like the entire universe ended with that punctuation. And it did,_ as Ben's eyes snapped open and the world he'd been dreaming retreated back to his subconscious.

Weird not-quite-nightmares were fairly normal for Ben, as far as dreaming was concerned. He thought nothing of it. He sat up in bed, rubbed the sleep from his eyes and, by then, he could only faintly recall what he had dreamed at all. All of his nights had passed like that since arriving on Petropia. They weren't nightmares, but they always left Ben feeling lethargic and on edge in the morning. Still, it was nothing that he couldn't deal with.

A quick glance at the bed across the room showed that Rook had already gotten up. Not that it was surprising — Ben found himself having trouble adjusting to the time difference on Petropia, but Rook had carried on as if nothing had changed. At least it meant that he got the room to himself whenever he woke.

The diamond-hard beds weren't all that comfortable, though. Some blankets had been given, but while they kept off the chill, they provided little to no padding. Ben popped his neck painfully, twisting his back until the knot in his spine cracked as if something had broken. It felt sore but much less stiff. Satisfied, Ben got out of bed, looking down at himself with a faint grimace. He was really going to have to find some replacement clothes. Wearing the same thing day in and day out was going to get old pretty quickly.

The main priority, though, was food. He made his way to the kitchen, which was mercifully empty. The minerals intended for the soldiers were shoved out of the way and Ben grabbed for the human food tucked into the back. As Patience promised, it wasn't exactly _great_, but Ben shrugged and figured that he could do a lot worse than a breakfast of stale bread and chocolate-covered crickets. He had eaten weirder.

After that, he knew that Patience wanted to talk to his infiltration group. He couldn't remember the names of the other two that he was supposed to work with, but he wasn't looking forward to working with Conway. Then again, if he could turn Kevin into his friend, this shouldn't be that much harder. Hopefully.

But, more importantly, he was looking forward to sparring more with Tetrax. Their practices from the previous day had left him sore, though thankfully, his ankle felt better. Ben didn't think that he would be needing more ice. He left the kitchen and, on a whim, set off with the training room as his destination.

The set-up sort of reminded him of when he had been ten and Tetrax had shown up to stop the Omnitrix from self-destructing. He looked back on his first time entering Tetrax's ship with fondness. He had only gotten a brief look at the area where his friend trained, but the impression that it left on his child-mind was something akin to a medieval torture chamber. The training room that Patience had set up had the same feel. Even Ben had to admit that it was weird to be getting nostalgic over something like that.

There were plenty of Petrosapiens using the devices. Ben didn't see Rook anywhere, but he picked Tetrax out easily enough. Years around aliens had helped him grow skilled at picking out even the most minute differences between individuals. Tetrax had a very distinct shade and, oddly enough, the length of the prongs sticking out of his back was a dead give-away — the other males had noticeably longer ones and females lacked them entirely.

"Hey, Tetrax," Ben greeted as he approached his friend.

He was doing something similar to boxing, but where the goal seemed to be to hit the ball hanging from the hook with peranite projectiles very precisely, at just the right angle and with the perfect amount of force to send it knocking into the holographic targets that appeared around the set-up.

Tetrax grunted in acknowledgment. "Ben, glad to see you're up. I thought that you were going to sleep until lunch at this rate."

Instead of pointing out that time meant literally nothing to his internal clock when he was underground on an alien planet, Ben shrugged and tapped his watch. "Sorry. It's on Earth time and I haven't figured out if it's got an alarm feature yet. Unless it's set to notify Azmuth whenever I do something stupid, which wouldn't surprise me."

That made Tetrax laugh. He scored another perfect hit before reaching over, pressing the button on the machine's interface to turn it off. He turned to face Ben properly. "Did you want to work on more of those lessons?" When Ben nodded, he added, "Your ankle is better, isn't it? I would hate for you to have a debilitating injury on the mission and I don't need to give your partner any more of a reason to dislike me than he already does."

Ben hardly considered a sprained ankle to be a "debilitating injury" and was about to tell Tetrax as much when his statement caught in his throat. "My partner…? What? Rook doesn't dislike you. He's too polite," Ben insisted.

"Yes, I've noticed that," Tetrax agreed with a nod. "But he's a very… "rule-abiding" Plumber, Ben. Can you really think of no reason he might have to not dislike me?"

Sparing a quick glance around, Ben made sure that no one was close enough to hear before dropping his voice and leaning in. Much quieter than before, he said, "I haven't told him about any of that. I never told _anyone _that stuff about your past, Tetrax. The only way that Rook would know is if he read some sort of file on it when you got put on trial for all of it, and I doubt it'd be the kind of thing that Petropia waves around for anyone to get a look at."

For a second, Tetrax looked surprised and the faintest bit fond. He quickly wiped that look away. "You have a point. The files detailing my "legal past," so to speak, are filled with highly sensitive information. I doubt that your partner could have gotten his hands on it, assuming that he even knew where to look." He relaxed a little bit. "Maybe I was overthinking it."

"See, dude? Rook likes pretty much everybody until they start breaking laws in front of him. And even then, I mean, I can't tell you how many lawsuits have been filed against me for property damage and things like that, but Rook still likes me." Ben grinned. "So can we switch to the more interesting stuff and get to the part where we're trying to punch each other?"

Tetrax smirked. "I thought that you would never ask."

In the last year, Ben had sparred with Rook a few times. The biggest difference between him and Tetrax was that, well, one of them was impervious to most physical attacks and it wasn't Rook. Fighting a Petrosapien as a human was, the way that Tetrax explained it, more about prolonging his survival than trying actively to win.

The biggest advantage was to use his environment, but since most everything around them was made out of peranite, that point was null and void. Instead, Tetrax focused more on teaching Ben the few weak points on a Petrosapien and how to use their weight against them. It reminded Ben of the few karate lessons he'd sat through with Gwen. It had been boring when she taught it, but Tetrax skipped the spiritual mumbo jumbo and got right to the good parts.

"Feel here?" Tetrax held out his arm towards Ben about twenty minutes into their lesson, gesturing for him to feel the inside crook of his elbow.

It was an odd request, but once Ben did as told, he was surprised by the different feeling of the skin. There was an almost rubbery quality and it was more taunt. He applied pressure, immediately lifting his hand back when Tetrax winced. "Sorry! My bad."

"It's fine. Just a little discomfort." He shrugged it off and retracted his arm. "Remember that spot, Ben. It's the same on the other arm and behind the knees and it applies to all Petrosapiens. If you can twist or put pressure on the area, it could get you out of a tight hold or send even the toughest men to the ground. It's a very sensitive nerve cluster. We have to have a lot of them to feel effectively through peranite skin and most of the nerve endings for the limb will run through this area. Our eyes are also very soft and easy weak points if you're in a bind."

"Wow," Ben said with big eyes. "Are you going to let me try _that_ out on you?"

"Not a chance." Despite his words, Tetrax smiled. "I think that, for the mission, your best bet will be to go unnoticed. With perimeter guards, your group shouldn't have to fight anybody. And if they do, it will likely be short considering that we should have the advantage of numbers. If there is a fight, you shouldn't get involved. Like Patience said, the most important thing is to disable whatever is being used to poison the water. Your goal should be, first and foremost, to get to that room. Right?"

Ben nodded. "Right," he agreed, though they were both perfectly aware of Ben's insistent need to save everyone. He didn't think for a second that Tetrax _actually _believed Ben to be capable of turning his back on a fight.

"Good. Are you ready to continue, then? The most important element to stealth is timing. You can be pretty impulsive, Ben. I want to make sure that you understand—" His explanation was cut off when the human held up a hand.

"Hold that thought." Ben frowned as he pointed at something over Tetrax's shoulder. "Could you, um, tell me what _that's _all about?"

To be honest, Sybil had been watching them for a while, but Ben had assumed that she was just watching Tetrax the way that she frequently did. She would end up talking to the Petrosapien once Ben inevitably got tired first and chose to sit out, but usually, her staring wasn't so noticeable. The look on her face was far away, but even without pupils, Ben could practically _feel _her gaze drilling into him. It wasn't malicious, only contemplative, but it was incredibly creepy all the same.

Tetrax must have felt the same because he looked uncomfortable when he turned back to Ben. "Yes, well… How did I put this?" He was quiet for a moment. Ben waited as patiently as he could (which wasn't all that patiently). "Ben, dating on Petropia is a fairly… _streamlined _affair," he said uneasily. "If you know anything about Tetramand courting practices, it might help you to think about it. They're similar."

"I know about them. A little," Ben answered as evenly as he could. Wasn't that the understatement of the year? He almost grimaced at the memory. He knew more about Tetramand dating than he ever wanted to.

"Yes, well, that helps. See, Petrosapiens are mostly a combat-oriented species. We aren't the conquerors and warmongers that the Tetramand are, but as you've probably managed to discern yourself by now, combat skills are very important to our culture. Sybil is…" Tetrax hesitated. "...nice. But she's also the sister of one of my closest friends and someone that I practically grew up with."

A little confused, Ben nodded. He figured that Tetrax and Conway were old friends based on the way they greeted each other, but he hadn't known that their history went as far back as childhood. That was interesting to know. On the other hand, Tetrax's love life (or lack thereof) wasn't something that Ben ever wanted to hear about again. "Alright. Cool." There was a beat of silence. "...but what does that have to do with her staring?"

Swallowing a groan, Tetrax visibly struggled with his admittance. "We don't have a true equivalent for marriage as humans understand it. But, our courting begins and ends in battle. It doesn't have to be serious, though you'd be surprised how many myths and legends on our planet have centered around two people finding love on the battlefield. In our modern days, we substitute this for sparring together. It's a surprisingly reliable metric of compatibility. If a couple can fight well together, their time together will likely be long and prosperous. Do you understand that, Ben?"

The Hero of the Universe made a face. "Yeah, I do. Not that I'm all that excited about it."

"My point is," sighed Tetrax, placing his hands on Ben's shoulders. "Sybil wants to spar together. And, as much as I care for her, I very much do _not _want to."

"Oh." Ben blinked. "_Oh_. So you mean this whole time she's been...? Dude, don't you think that maybe you should just tell her to stop or something so that you don't have to keep— Wait." He took in Tetrax's withdrawn posture with wide eyes. "Oh my _God_. You've been trying to buy yourself time with these sparring lessons, haven't you?" Horror dawned as Ben paled, his voice rising in pitch. "_Did you trick me into flirting with you?_"

"_No_! No, Ben, that's just—!" His face contorted like he was in actual pain, darkening in color the way that it did when Petrosapiens blushed. "Friends are perfectly capable of sparring together. That's not what this is about. I wanted to help you, of course. I felt that you would need it and it…" He hesitated. "And it did have the added benefit of avoiding her, but that was never my intention!"

"Yeah, that's great, but the thing is," Ben hissed, leaning in to be heard over his lowered volume, "_I don't think that _she _sees it that way_."

Their argument probably could have continued in hisses and whispers for another good half-hour, but Tetrax didn't get to reply. As he opened his mouth, Conway clapped a hand down on his shoulder, surprising them both. Somehow, Ben hadn't seen him approach.

"Sorry to interrupt your spat," he said dryly, "but since I'm on the same infiltration team as Tennyson, I'm going to need to borrow him from you, buddy. Patience wants to see our group now that she's done talking to the others." His disliking towards Ben hadn't eased at all. If anything, Conway was more insistent about it than ever, sending Ben a glare before turning a smile to Tetrax. "How about after we have a good brawl? You know, for old time's sake."

Even without pupils or very clear facial muscles, it was obvious when Tetrax's gaze snapped over to Sybil. Ben couldn't help but scowl. "Of course," he answered almost automatically. "It's the least that you can do to make up for cheating the last time we spared."

Conway scoffed. "Oh, please. Get over yourself, Tetrax. I've explained it to you a thousand times — how could I have planned for that vespertilio to attack us? And even if it hadn't interfered, I still would have won."

Fighting not to grin now, Tetrax let out an unimpressed huff. "Spoken like a sore loser."

Ben's patience was officially at an end. He shoved his hand in Conway's face before he could retort, doing his best to look intimidating to someone that was over two heads taller than him. Thankfully, he'd gotten pretty good at looking serious since being partnered with Rook. It was sometimes necessary to put in that extra effort, considering how tall his partner was.

"Not another word about it until after the meeting," he said in a clipped voice. Conway was annoyed, but thankfully, said nothing. "For the record," Ben addressed to Tetrax, "we're not sparing again until you talk to her. And after I get Rook to lend me his texts on this planet's culture." He swallowed an indigent shout, throwing his hands up in frustration as he turned and started away, holding back curses.

If Ben had a nickel for every time he'd unknowingly fallen face-first into an alien courting tradition, he'd have two nickels. Which still wasn't a lot, but how stupid did he have to be to let that happen _twice_?

The worst part was that he couldn't even be mad about it. As rude as it was, Ben had had his fair share of unwanted attention from girls. He'd never gone that far to keep one of them away but, then again, he had never been put into a position where that would have been an option. Ben wanted to think himself better than that, but logically, Tetrax had a point. Their sparring solved two problems at once and narrowly avoided hurting Sybil's feelings. More than that, though, Ben didn't want to keep doing the apologetic back and forth with Tetrax. He already knew that his friend hadn't meant to offend and that was enough.

Just as quickly as it had come, Ben's anger faded. He slowed his furious steps, meandering in the empty hall, and then stopped completely. He deflated. It wasn't worth being upset about, so why was he?

"Hey! Tennyson!" Conway's irate voice interrupted his musings.

Annoyed but resigned, Ben turned to face him with an unimpressed look and folded his arms over his chest. "What is it, Conway? Don't you have better things to be doing?" He asked, bored. The only warning that he got was the Petrosapien taking one step too close, then there was a hand knocked in the front of his shirt and hefting him off the ground.

"I'm only going to say this once, _Ben 10_." His free hand curled into a fist that grew into a sharpened point, molding the end of Conway's limb into a large spike. He held it to the human's throat. If he cared at all that Ben's expression hadn't changed in the slightest from the dispassionate look he'd had back when his feet were on the floor, then he didn't comment on it. "You don't like me and I _really _don't like you. But for the time being, we're forced to tolerate each other's company. So I'll get you to that target room alive and I'll keep my mouth shut while you make friends, but get in my way or hurt my sister, and I _promise _that you won't live long enough to regret it. Do we understand each other?"

After years of having his life threatened both verbally and physically, Ben couldn't have been more disinterested if he tried. He was about to snarkily request to be put back on the ground when something that Conway said stopped him. "Wait." He frowned. "Your sister? What makes you think that I have _anything _to do with Sybil? We barely know each other." And, frankly, she creeped him out. Not that Ben was about to say that while the guy had a diamond-hard edge digging into his neck.

"How stupid do you think I am?" Conway narrowed his eyes but, to Ben's relief, retracted his arm back into a normal hand and let go of the grip he had on the hero's shirt. Ben stumbled when he hit the ground, jarring his ankle, but only clenched his jaw for a moment as he straightened himself back up. "You think I haven't seen her making googly eyes while you and Tetrax spar? Keep your distance, Tennyson."

Ben went red in mortification. Somehow, the situation kept getting worse. "That's not—!" He started to protest, but Conway cut him off with a shake of the head.

"I don't want to hear it. Just know that I'm watching you. _Closely_. So, start walking we have a meeting that we're supposed to be attending, remember?" He put his hand on Ben's forehead, shoving the human pointedly out of his way as he stalked off.

That time, the wall caught him. Ben scowled at Conway's retreating back. How could Tetrax be friends with a guy like that? There was a small part of Ben that was reminded sharply of Kevin, but he squashed that down. That was _different_.

He waited for Conway to round the corner before heading after him. Despite the interruption, it didn't seem like Ben was late. As he entered the same conference room from the day before, a Petrosapien rushed in after him, looking embarrassed.

Patience already had the hologram visual on, waiting with an unimpressed look as Ben and the other straggler took their seats. All four of them sat on roughly the same side of the circular table, but none were close enough to touch. Before, Ben had felt bad about not remembering their names, but the hostility coming off of the two strangers erased that guilt.

"Thank you for making time out of your busy schedules to be here," Patience said with a thin-lipped smile. "As I'm sure you all remember from yesterday, you are the second infiltration group. Analyzing the factory's blueprints, I've drawn together a simple plan to get Ben as close as he needs to be to disable the generator for the Red Sleep. Of course, getting information about it that you can should be the first priority. There should be computers nearby with details on production. First, Haslach, I want you to disable the security cameras." She brought up a diagram of their room again and the four hallways encircling it, highlighting a total of seven cameras. "I don't care how you do it — block their transmission or patch in a different feed, I don't care. Just take care not to destroy them. It will automatically set off the alarms. While she's doing that, Aurum, I want you to knock out this guard." Patience made a few swipes and a map of patrol routes in that area was displayed, each guard shown in a different color to produce a crisscrossing, tangled rainbow. She tapped on a light blue one. "At the time that we set this mission underway, he will be the only guard in these halls. It will only be that way for a minute until his patrol intersects, so quickly, your job will be to knock him out, hide him, and strip him off his armor and authorization, should he have any. Learn his patrol and commit it to memory, because you're to keep it up for ten minutes, at which point, all of our agents should have either left the property or be on the way out. Here's a copy of this specific patrol route." She tossed Aurum a small flash-drive, waiting for the man to salute her before continuing.

"When you're both done, maintain your positions. Conway and Ben, I'm partnering you two together. The door should need a key card, so once Haslach finishes with that, have her let you in. Once in, I want this job done as fast as possible. I can't tell you what you might see, assuming that this _is _the right room. If it isn't, leave as quickly and as silently as you can. If it is, Conway, your job is first to gather as much information as you can, then cover Ben while he sabotages the setup, if you have the time for it. If you hack into the computers there, I can't be certain whether or not guards will converge on your location. Conway, if they do, you're tasked with getting Ben out unharmed. Unless it's a matter of life or death, _do not_," she directed solely to Ben, "use the Omnitrix. We don't need the Plumbers tracking our locations. Remember, all of you, it should be as though we were never there. Anything else to add?" Her eyes narrowed, as though she could sense Ben's and Conway's displeasure. But, after a tense moment, neither said anything and she nodded. "Meeting adjourned, then. You all have your assignments, so you're free to leave."

All four of them got to their feet, giving Patience the crossed-arms salute (admittedly, Ben's might have been lackluster), which she returned. The human started to leave, only for Patience to add, "Ben, could you stay for a moment?"

It wasn't as though he had been overly eager to follow his team members out. Ben watched after them for a moment, a frown on his face that only deepened when he saw Aurum look back at him and, very pointedly, stick his nose up and huffily leave the room. He swallowed a sigh. A part of Ben had hoped that the unjustified disliking of him would fade once he joined up, but no such luck. "What is it?" He asked, turning to Patience lazily.

"After I finished talking with the first group, Rook stayed behind to give his suggestions for nicknames for you both," she said. Immediately, Ben's interest was piqued. "He thought of "Stone-Cutter" for himself and "Kirby" for you. I was checking to be sure that you're alright with using that."

Ben couldn't think of anything to say for a second. He had been embarrassed too much that day already to have much of an outward reaction, but inwardly, he was thinking some _very _loud and _very _rude words in Rook's general direction. And he made a mental note to have a talk with Gwen about telling people his middle name once he was back on Earth and had his phone again.

"I was hoping for something cooler," he complained. "Something like "Papa Smurf," or "57 Pixels," or "Mr. Commando," you know?"

Patience frowned. "No. I can't say that I do."

"Okay, okay, gimme a sec." Ben rolled his best ideas around in his head, cupping his chin thoughtfully. "Alright, what about… _Dr. ET_? Huh? Is it great or what?" He grinned proudly.

"As long as you like it," Patience answered finally. She turned back to the projected hologram, looking over her notes with a thoughtful frown on her face. It was a clear indicator that the conversation was over, and yet…

"Uh, hey, I was wondering…?" started Ben, squashing his nervousness forcefully. "So, um, why partner me with Conway, exactly? I thought that Rook would have made a better choice since we're already partners and work well together and all of that."

Without turning to face him, Patience shrugged. "And what would you learn by working with someone that you already trust? Besides which, I need you both in the separate rooms, just in case. The partnering isn't about what you want, Ben 10, it's about what's the most beneficial for the mission. You and Conway have complementary skill-sets. That's all that you need to understand about my decision. So, if that is all, I trust that you can find the door from here," she said shortly.

Silently, albeit unsurely, Ben inched his way backward out of the room. He shut the door with a soft click behind him. Once he was alone, he scowled. What happened to the smiles and kind words that she had when meeting him and Rook only a few days before?

Maybe Patience was the kind of person who acted this way under stress, but she had been a Magister before, so surely she was used to having a lot of pressure on her shoulders. Besides, something about that theory didn't align with what Ben had just experienced. The tone of her voice, the way she held herself above him, refused to even glance in acknowledgment… It felt purposeful to Ben. Her patronization had been calculated.

More so, it had been personal.

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**A/N: "Vespertilio," as used by Conway in his conversation with Tetrax, is an enormous, crystalline bat that only comes out at night, and it mainly eats small animals (but also Petrosapiens because you gotta get that protein). How those two got into a situation where one was attacking them is a story for another day.**

**Also, because I won't be elaborating on it and it was only touched upon in Ben's memories, I feel I should make it clear that Sugalite and the crystal that brought Petropia back are both gone. They completed their created purpose and dissolved to ash. Sorry for anyone who wanted to see Sugalite, but I figured that Petropia's back-up was a one-time-use. How overpowered would it be if they could keep coming back as many times as they wanted? Besides, my finale won't work if they're still around. You'll see what I mean eventually.**

**Chapter Eleven: _No Love Lost_**


	12. No Love Lost

**A/N: Minor news, but still news! As of posting this chapter, this is _officially_ my second-longest work (that I posted, anyway). I doubt that it will become the longest (I don't have another _year _to waste on writing 200,000 words, unfortunately) but it's still a milestone, since I haven't written anything that long in a while now! Huge thanks to everyone who has read this far and I hope that you'll continue to tune in. **

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Rook's nightmares were filled with nothing at all. They were suffocating and oppressive with just how much they lacked, strangling his peacefulness, choking and crushing it as the same feeling shot through his chest over and over, all night as he tossed and turned on the hard bed. It wasn't a monster, it was an emotion. _Loneliness. _It was Rook's own fears, turned against him and tearing at the strung-together last threads of his best attempts to ignore them.

That was the most horrifying part — that he couldn't ignore it.

Sleeping hadn't erased Rook's feelings of unease the way that he had hoped it would. Normally, a good night's rest left him feeling rejuvenated and ready to problem-solve, but that hadn't happened. He felt rotten with the fresh light of a new day to illuminate it all — as though something ugly was clawing its way out of his chest and everyone could see it except for him.

A part of Rook resented it, but he could only blame himself. On Revonnah, the most unpleasant emotion was the sadness expressed at funerals or the embarrassment of having an offer for the Harvest Festival turned down. Life was low-risk and low-experience. Had Rook wanted to avoid challenges, he would have stayed home. He had never expected the challenges to be so internal, though.

His morning run didn't help, and neither did the push-ups or curl-ups or pull-ups or squats or bench-presses or even the shower that he took to unwind after. By the time Rook had rushed through it all, the other inhabitants of the base were only then struggling to the waking world. He had to swallow a groan. Rook wasn't tired yet and he was already hoping for the day to end. His conflicted feelings around his partnership and the Plumbers was only highlighted by the thrum of nervous energy that came with knowing that he would be in the line of fire the very next day.

Back in the Academy, Rook had liked to think himself above the sort of emotional rut that he found himself in. He had taken plenty of psychology classes in his specialized time there and read quite a few spare textbooks that pertained to humans, specifically. Logically, Rook understood that turning over his thoughts again and again was only going to get him so far. Choking it down would make it worse. Already, the feelings made him grimace like there was a particularly bad taste in his mouth. He was being irrational by refusing to confront whatever his problem was head-on.

After all he had done over the last year, Rook felt childishly entitled to a little irrationality. The problem was ignored.

To his luck, there was plenty to do on the base to keep his thoughts away. It wasn't that hard, especially since he was no longer required to be kept with Ben as the Plumbers had insisted on. Not that Rook was _avoiding _his partner, per se, but he couldn't reasonably deny the relief he felt every time he rounded a corner to notice a distinct lack of electric green. Rook had never been so thankful that Ben wasn't a morning person.

He knew from their talk yesterday that he was to expect a meeting with Patience and the other members of his group at some point. Rook was looking forward to it, even if he didn't find himself very fond of his de facto leader. Strategy and planning were just what he wanted. It was the sort of thing that he could spend hours dwelling on freely without this odd knot in his chest.

Until then, Rook absorbed his time with menial activities to keep his mind focused on something else. Anything else. He polished his armor and took apart his Proto-Tool, cleaning every piece inside and out before reassembling it in record time. He tried out some of the Petrosapien workout machines, to limited success. He counted the number of cameras lining the hallways and came out to thirty-five before deeming himself satisfied. He kept track of each person who passed by him and did his best to tell them all apart.

No one seemed to like him all that much, but at least there was none of the hostility that was presented to Ben. Rook said nothing about it. The situation was too complicated and he didn't know it well enough to add in his own opinion. As unfavorable as it was, disliking Ben was, in of itself, _not _a crime. He had a silent agreement with the Petrosapiens of the base — he would say nothing of his partner as long as they were not talking poorly about Ben within Rook's earshot. It was a fine line to walk, but it suited all parties fine.

In the mutually-agreed-upon silence, Rook even found himself roped into a job in the kitchen preparing food. It wasn't difficult work. All soldiers had their rations, guaranteed free of toxins, and all Rook had to do was hand them out. It wasn't great for keeping his thoughts at bay, but it was quiet, and he at least enjoyed familiarizing himself with Petrosapien expressions. The differences were subtle, but he did his best to track every furrowed brow bone, half-smirk, and slumped shoulder.

Really, it all mounted up to nothing. Rook wanted to stay busy, but he was quickly beginning to doubt how much time he could _reasonably _waste in such a small base. Then, as if Brallada had heard his prayers (or, more accurately, his curses), Rook ran right into his answer.

Literally.

He rounded the turn of a hallway with his head down, frown drawn tight as he lost himself in thought. It was Rook's fault that he ran into someone. Carelessness always came with a cost.

Rook didn't hit the ground, but only because the Petrosapien he'd smacked directly into caught him by the wrist. They both looked equally surprised at the action, mirrored expressions of shock twisted onto their faces. After a long moment, the unfamiliar female Petrosapien dropped Rook's hand and took a step back.

"Sorry," she said, more reflective than apologetic. Rook didn't fault her for that. "You're Rook, right? Ben 10's partner?" A brief look of distaste flashed in her eyes, but she didn't grimace. That was still the kindest way that Rook had seen someone address Ben since he'd gotten into the base. "You were at the meeting that Patience called yesterday. I'm Xo'onotlite. You probably don't remember me, but I was assigned to your infiltration group." She smiled reluctantly. "Funny running into you like this."

There didn't seem to be anything funny about it to Rook. Neither of them was laughing. Still, he nodded out of the desire to be polite. Maybe all species were stupidly vague about obvious meanings and it wasn't a human thing like Rook had been hoping. "I remember you. I apologize for taking up your time away from… wherever it is you were going."

Xo'onotlite (Rook made a mental note to ask about the meaning behind her unusual name choice) laughed. "Oh, it's not anything important. Monitor duty." She shot a look at the empty hall behind her before leaning closer, dropped her voice. "You didn't hear it from me, but I think that Patience runs this place a bit _too _militaristically. I mean, what's the point in playing sentry in an underground base? If we're ever attacked, we'll know before anyone in the camera room can alert us. Not that she'll listen to that."

His curiosity had been piqued but Rook tried his best not to look too interested. He had never been very good at lying, but hopefully, the species difference made it hard for her to tell what he was thinking. "I see. Is she often so… strict?"

"That's a word for it," said Xo'onotlite with a huff. "She runs this place like she's still a magister. The whole planet thinks that she's dead, but she keeps on acting like nothing's changed and having her entire existence purged from all records is a "minor setback" or something. She's a skilled leader, no doubt, but sometimes…" Xo'onotlite hesitated, giving Rook an odd look. "Sometimes I wonder what this—" She gestures around them, "—is really about."

The answer to that seems fairly obvious from Rook's point of view: it's about helping the people of Petropia, obviously. What else could it be? He starts to say as much to Xo'onotlite, but she's shaking her head before he gets the chance.

"Forget I said anything. It's mostly unfounded rumors. Anyway, I've got to get going. Monitor duty has a tight schedule." The annoyed scoff that she made betrayed her true disregard for its supposed importance.

Thinking quickly, Rook reached out and placed a hand on her shoulder as she moved to go around him. It appeared to take a large amount of restraint for her to not knock him to the ground on impulse. "If you find monitor duty so unappealing, I could handle the responsibility for you," he offered. "I am quite familiar with the practice. You will not have to teach me anything."

She looked at the Revonnahgander like he had sprouted a second head but, after only a second of deliberation, nodded. That human saying about the gift horse and its mouth may hold practical meaning, after all. Xo'onotlite didn't question Rook's intentions or even seem to care. "Sure. The security room is down there, on your left." She pointed the way that she had been heading for emphasis. "I'm not sure who's on duty now, but tell them that you're covering for me. I don't think they're going to care too much." Faintly, almost hesitantly, the corner of her mouth twitched up into a smirk. "And, thanks."

Saying nothing, Rook settled for returning the smile as she walked by him and down the hall, back the way she came. Once she was out of sight, Rook's expression creased into a frown. How interesting.

He knew where the security room was before their encounter, but Xo'onotlite's directions were correct regardless. Rook opened the door with a loud scraping sound. One of the downfalls of peranite hinges was that they didn't tend to open smoothly or quietly. It got the attention of the man watching the cameras though. The same as Xo'onotlite, he asked no questions, happily getting to his feet and ducking around Rook and out the door.

With the bank of computer monitors to himself, Rook shut the door behind him quietly. He felt a bit guilty about having to snoop, but he told himself that it was for the greater good. A little immorality was worth discovering the truth that had been so meticulously buried. Or, at least, that was what Rook told himself as he sat down, cracked his knuckles, and started typing.

Specialized training at the Plumber Academy had touched very briefly on dozens and dozens of skills. Rook's hacking abilities were rudimentary, but he knew enough to tell that nothing on the computers was very well protected. Idly, he wondered why this was, but the only reasonable conclusion was that Patience had no one aligned with her who was a talented hacker. That, or she lacked the talent herself and was too stubborn to ask for help. Rook didn't know enough about her to decide. And if he felt bad that, subconsciously, he was building a profile for her as though she was an enemy, then Rook didn't dwell on it.

His gaze drifted, idling on other hallways and rooms laid out for him to see. There was nothing unusual. A couple or two kissing, groups of friends chatting, the typical workouts you would expect in the training area… _Wait_.

Rook wasn't sure why he was surprised. If Ben had spared with Tetrax the day before, then logically, he was going to continue the next day. For a reason that Rook couldn't place, the live footage of the two of them practicing made his chest feel as though something foul had twisted in between his lungs, stabbing and strangling like thorny vines. Ben had never wanted to practice with Rook, not without the Omnitrix, but when Tetrax asked, the answer was different.

It was hard to pretend that it didn't sting, if only marginally. Luckily, Rook had steadily been getting better at pretending. He pursed his lips and, very deliberately, switched the monitor that displayed the training room off before turning back to the lines of binary scrawling over the screen in front of him.

Honestly, Rook wasn't entirely sure what he was looking for. The entire conspiracy thing felt, ironically, _too easy_. It was as though he was staring at a puzzle with missing pieces — he could see the picture, but it was lacking. It was _wrong_.

He narrowed in on a target as the ones and zeroes flickered by. Video files felt like an obvious choice on a system that was designed to be monitoring 24/7, so Rook turned his attention to the deleted files. They weren't easy to recover — they never were — but then again, Rook wasn't exactly strapped for time. He pushed thoughts of an upcoming meeting from his mind and let the minutes slip away as he poured them painstakingly into the task he assigned himself.

Almost disappointingly, there wasn't much. Rook opened his recovered files, skimming through them, and was ashamed to find that he was _bored _with his discovery. All camera footage seemed to end up deleted after more than a month. Besides the piles of normally security records, Rook also found videos from older cameras with substantially worse quality. He scrolled idly through a few interviews. Apparently, Patience allowed past criminals into her group, but only after a rigorous screening. At least she still had precautions.

After a few more minutes of nothing, Rook was about to cut his losses and close the video folder when something caught his eye. One of the interview videos was clearly labeled with Tetrax's name. In a different circumstance, Rook might have felt ashamed by how fast he clicked on it, but all he did was turn the monitor's volume up louder and settle in to watch.

There were alien numbers printed in the corner of the video. Rook couldn't read them, but he assumed that it held a date and timestamp. The video itself had poor color and wasn't able to pick up on details. Clearly, it was from the older camera set up.

"_Tetrax Shard,"_ Patience was saying. It was clearly for the camera's benefit, as no one else was in the room save the two of them. "_Petrosapien male. Aged thirty-two decades. Height, two meters. Weight, three-hundred and fifty-one kilograms. Wanted in seven star systems." _There was a pause. "_I'm going to list off your convicted felonies. Is there anything that you would like to state for the record before I do?" _

Sitting across from her, Tetrax said nothing. He looked out of place without his advanced armor on, wearing a loose shirt and pants.

When his silence continued, Patience took it to mean the "no" that it was and looked down at the etched peranite tablets in her hands. "_Very well. Here, I have compiled a folder of everything you've been convicted of since you were officially an adult. The others have automatically been pardoned by the state." _She flipped open the cover, expressionless. "_Breaking and entering, vandalism, vandalism on federal property, larceny, grand larceny, computer crime fraud and abuse, perjury, forgery, obstruction of justice, threatening an official, blackmail, extortion, kidnapping, first-degree murder, assault and battery, aggravated malicious wounding, manslaughter, vehicular homicide, treason, and complicity in planetary destruction." _There was a tense pause. Idly, Patience shuffled through the tablets she was holding. No doubt, they contained the details of Tetrax's many, many charges. After a moment, she smiled at him, sticky sweet and full of false forgiving. "_How do you plead?"_

There wasn't a hint of hesitation. "_Guilty," _replied Tetrax without feeling.

Patience let out an unimpressed huff. She stood up, dropping the peranite slabs with such a clatter that it made Rook wince. On screen, Tetrax didn't so much as blink. "_Guilty,"_ she repeated as she slowly approached. "_Your friends, Conway and Sybil as they want to be called, have quite an impressive rap sheet of misdemeanors themselves. Blackmailing, vandalism, larceny… But nothing quite as disgusting as what_ you've _presented me with, Tetrax. I have never come face-to-face with a person so loathsome. How many people have you hurt pathetically chasing your next adrenaline rush? How many lives have you ruined?" _

If what she was saying was having any effect on Tetrax, then he didn't let it show. His expression didn't so much as twitch. "Too many," he replied, barely louder than a whisper. Rook had to strain to hear him. "There's too much that I can't take back. Too many regrets and mistakes. I can't even begin to count. And all you have is the ones that I've been found guilty of. There's more. So, so many more."

Feet from him now, Patience suddenly stopped and let out a long, loud laugh. It sent chills down Rook's spine. ""Mistakes"_? Is that how you see them? No, a mistake doesn't cost lives. Shall we take a look at some of the people you've destroyed over the years?"_ There was a cruel look in her eyes that Rook was wholly unfamiliar with. She grabbed the pile of slabs that she had dropped a moment before, grabbing one at random. "_Ah, here's a good one! Anatase, mother of two, age twenty-five decades, found dead in her apartment by her boyfriend. All of her valuables were gone and her chest was torn open in a fit of sadistic brutality. But that must be a small price to pay for the mob boss you were working for, hm? She wasn't a person, just a tool to send a message. Who cares if she has to die?" _Patience scoffed, reaching for another tablet.

Unmoving in his seat, Tetrax muttered something that Rook didn't catch. He put it out of mind, horrifyingly transfixed by what Patience was saying.

"_Oh, here! A business owner had his shop broken into a ransacked. Just for fun, I believe you said to the court!" _Patience was practically snarling at him. "_His entire life's work, down the drain! His Credit value dropped so low that the only reason he wasn't in Terces was because he hadn't committed a crime! But, it was just for fun, as you say, wasn't it, Tetrax? Another in a long line of your little _mistakes_." _

This time, Rook caught what Tetrax was saying. "Stop it," he mumbled through clenched teeth, staring at Patience with something alarmingly close to hatred in his eyes.

She ignored him. A new peranite slab was taken into her hands. "_You know, this one is a personal favorite of mine. Lavendulan, a little girl, barely aged eight decades. Found dead at the bottom of a river after a kidnapping just three days prior while her parents were out of the house. There was evidence of sexual violation. You didn't do that, though, you were just the delivery boy. Is that how you sleep at night, Tetrax? Comforting yourself by saying that at least you didn't do _worse_?"_

Pain flashed in Tetrax's eyes, but it was quickly overflowing with wave after wave of frustration. "_I said stop it!"_ He snapped. Rook thought that he was going to get to his feet, but he stayed sitting with an extraordinary feat of willpower.

Unlike him, Patience held nothing back. She slammed the peranite slab into the side of Tetrax's face, unsatisfied with the shallow crack left in his skin as the detailed report split in two in her hands. "_Don't act like you deserve better than nothing,"_ she hissed. "_Did it make you feel better, Tetrax? Did hurting all of those people make you feel like you belong somewhere besides the gutter? Were those adrenaline rushes enough to make you forget that your daddy never wanted you and your mommy was a whore who would spread her legs for even the slim possibility of somewhere to sleep beside the streets and didn't give a _damn _how many children she'd already forced into the world? Could you ignore that she abandoned you in those streets? Pretend that you never had any siblings at all, that most of them _didn't _die of starvation before the first year was up?" _She suddenly fisted her hand in the front of his shirt, yanking Tetrax out of the chair and off of his feet with ease. "_Was it worth it?" _Patience snapped. And she spat on his face.

In a single, effortlessly fast move, Tetrax curled his hand into a fist and slammed it into her face. She didn't fall, but her grip loosened enough for him to drop back to his feet. "_Don't talk about me as though you have any idea what it was like," _he said with a worryingly calm voice.

He might have said more, but Patience was quick to recover, snarking back, "_You're right. I have no clue how shitty it must be to be you right now. And I don't care, either." _She was quiet for a long moment, giving Tetrax a look that Rook couldn't characterize. It was almost appraisal. "_All of that it the past. I don't care what you've done or who you used to be. I want to know that you can be of service to this organization. Something is coming. We both know it. In the new world that I want to institute, you won't have to be ashamed of the past anymore. All I'm asking for is complete and unwavering loyalty."_

Tetrax, however, shook his head. "_I didn't agree to help you in search of validation or redemption. I've come to peace with what I've done in the past." _Hesitation. True to her namesake, Patience said nothing as he sorted through his thoughts. "_I've lost my planet once," _he said carefully, testing the words on his tongue one syllable at a time before letting it slip. "_I don't want to go through that again. That's all this is. I won't pretend to be a good person. Not any more than _you _do, anyway. You're just the lesser of two evils."_

And, surprisingly, Patience laughed. Her lips twisted into a rueful smile. "_You don't even have that going for you, coward." _She reached out her hand for him to take. "_Welcome to Arkein, soldier. I'm glad to have you."_

There was a pause. The two Petrosapiens on screen locked eyes as some silent message passed between them. Tetrax didn't smile and he didn't say anything, either. He stuck his hand out, shaking Patience's hand firmly. The recording ended there.

Rook, who had been on the literal edge of his seat, suddenly collapsed. Dimly, he could picture his father reprimanding him for such poor posture, but he couldn't bring himself to care. The list of Tetrax's charges swirled in his head, gumming up his thoughts like adhesive. _Murder, grand larceny, blackmailing, kidnapping… _And so, so much more.

How could Ben consider this man an ally? More than that: a friend. Someone whom he would trust with his life.

Despite all that he had seen and experienced first-hand since becoming a Plumber, this left Rook well and truly at a loss for words. He stared at the blank computer monitor for a long time and one thought made itself known above all the others. _The Null Void was too good for a man like Tetrax. _

And what of Patience? What Tetrax had said left a bad taste in Rook's mouth. "_You're just the lesser of two evils." _Then there was the way she had treated the interrogation. It might have been an interview, but that wasn't what her behavior said. Rook had thought her to be an upstanding magister, but to put her hands on the suspect, degrade and humiliate him, cut open those old scars and mock him for feeling lost and trapped and helpless… That didn't excuse any of Tetrax's many, many crimes, but that wasn't her call to make. Morality shouldn't have been brought in — there should have only been laws and Tetrax's consequences for breaking them.

But Patience didn't even give him _that_ much, despite her clear loathing for him. Instead, she pardoned all of it with the simple act of offering a handshake. Rook had to grit his teeth in frustration. Tetrax ought to be rotting somewhere cold and dark, not strutting about with no consequences, as if saying that he had changed was supposed to mean something. Patience knew this. She had to.

So then, why had she so gladly accepted him?

Though he knew that Ben could handle himself, Rook couldn't help but turn back to the monitor that displayed the training room. Seeing their practices, Rook's bitterness no longer felt quite so heavy or disfigured. It felt justified. That alone should have worried him, but he latched onto that feeling. He had been right not to trust Tetrax from the start. And, when the time was right, Rook would _definitely _be taking his discovery to Ben.

A traitorous thought tickled the back of his mind. _What if Ben already knew? _But Rook pointedly shook the notion away. No. Ben was many things, not all of them positive, but he wasn't an idiot. If he knew half of these things, Rook doubted that his loyalty to Tetrax would be quite so unshakable.

Still, Rook wasn't an idiot, either. He would bite his tongue for the moment, difficult and painful though it might be. He wasn't going to risk their upcoming mission for this. Ben would be told, certainly, but in due time. Preferably, when the lives of millions weren't riding on them.

There was a knock on the door to the security room, startling Rook so badly that he almost fell over. By the time that he thought to close out of the deleted files he had recovered, it was too late. Patience herself stood in the doorway, her eyes locked on the one monitor that wasn't displaying a live camera feed. She pursed her lips but otherwise seemed calm.

Cleverly deceitful of her, but Rook wasn't fooled. He could see the frustration boiling beneath her skin and he shared in the feeling.

"Patience," he greeted in a clipped, professional tone. Stubbornly standing his ground, in no way apologetic for his actions, Rook held her gaze unflinchingly. He made no move to switch the monitor's display.

The bravado wasn't lost on her and she sighed. Stepping into the small room, Patience closed the door behind her with a quiet click. Oddly, Rook felt nothing. He probably should have been worried or at least regretful, but he only sat up straight and folded his arms over his chest, waiting for her to make the first move.

She did. "You saw the interview with Tetrax," Patience said. It wasn't a question.

There was no point in lying, so Rook nodded. "Yes. It was very illuminating."

Silent, Patience considered this. If she was angry, then she did a good job of not showing it. "I suspect that you're not happy with my decision," she remarked. Again, not a question. It didn't seem like Rook's answer mattered one way or the other.

That frustrated him more than anything. Rook bit back the shameful urge to growl. "I am only confused," he said in his best attempt to be cordial. "Tetrax is obviously lacking in moral standards and has been convicted of numerous first-degree felons. Why would a magister allow someone so untrustworthy to share in the intimate details of such a delicate matter?"

It hadn't been a joke, but it made Patience laugh all the same. Rook felt himself flush underneath his fur. "You're so naïve," she sighed once she'd calmed down. It might have been fond, had it not sounded like she was speaking to a child. "The world isn't black and white, Rook. It's mostly shades of grey. Tetrax may be the color of ash, but he's skilled at what he does and if I can't trust him, I can at least trust his passion and his resolve that he's fighting for a good cause. He's _useful_. Everyone is here because they're useful."

Rook clenched his jaw so tightly that it made his teeth ache. "And myself and Ben?"

There was no answer, but there didn't need to be. Patience smiled. "You remind me of myself a few centuries ago, still so young and foolish. Don't worry so much, Rook. Do your job. For the good of the planet, and your partner."

If it was a threat, then it wasn't a good one. But then, that wasn't the point. Rook watched as she turned to leave.

He bit his lip, looking down at his hands clenched tightly in his lap. This wasn't the first time that Rook had been a pawn. Hell, that was all he really was to the Plumbers. Expendable. Predictable. Useful, for a short while. But at least they had the decency to not make it so obvious. Could Rook live with it? Swallow his pride for the greater good of something bigger than himself? He thought of Sybil crushing the Plumber badge that he had worked so hard for, Ben's innocent and far-too trusting smile flashing to mind, and knew his answer.

"Stone-Cutter and Kirby," he blurted out before he could stop himself.

Already grasping the door handle, Patience turned back to him slowly, one eyebrow arched. "Excuse me?"

"Our codenames," Rook elaborated. "Mine and Ben's, respectively. I thought that you would like to know."

There was a beat of silence. Patience smiled at him, that same twisting look that she had given Tetrax at the end of his interview. With the poor video quality, it had looked off-putting. Right in front of him, illuminated by the sharp fluorescent lighting, it looked ugly. "Welcome to Arkein, soldier," she whispered. "The briefing is in the conference room in ten minutes. Be there." She left, and the door closing behind her resonated like a coffin sealing shut.

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**A/N: I did a lot of thinking about Tetrax's backstory and have come to the conclusion that he was not a nice guy. At all. I wonder what will happen when Ben finds out?**

**I hope you guys are ready for the next two chapters because they're _easily_ my favorite so far. Finally, I can get to the parts that I _want_ to write. **

**Chapter Twelve: **_**Look Before You Leap**_


	13. Look Before You Leap

**A/N: For my next Ben 10 work after this, I was thinking about writing (1) an Albedo redemption arc, (2) a fic exploring the Gwen 10 dimension, or (3) a Danny Phantom/Ben 10 crossover (featuring Zs'Skayr as the main antagonist (along with Danny and Ben's stubborn attitudes)). I don't know how many of my DAF readers pay attention to the other Ben 10 works I post (which you should read, by the way, I promise they're good) but I thought I should ask for any opinions. There's a poll on my profile, but it's tied right now. If you don't want to leave a comment, you should vote! Which idea sounds the most interesting? I'm leaning more towards that crossover, just because good Ben 10 crossovers are near impossible to find, but all three of those ideas really capture my interest.**

* * *

Stakeouts, while portrayed as fun and exciting on TV crime-show dramas, were probably Ben's least favorite technique for catching a baddie — next to doing paperwork, no matter how often Rook swore on its importance. Not every gear in the clock could be interesting.

There were supposed to be waiting for the signal to head into the water treatment facility, but mostly, all Ben was gathering was that Petropia was really quiet at night. He thought distantly of all the warnings he had received about going outside after dark and shrugged them off. It was probably only superstitious nonsense fabricated to keep him in place.

Framed against the horizon, the facility looked like any other factory Ben could have seen on Earth. It certainly didn't look harmful. There were too many silos to count, tearing up from the landscape as though grown. Enormous pools of water peppered the land around the building. It was quiet and still, shut down for the night and most of its employees long asleep. Ben didn't blame them. Sleep sounded fantastic.

Ben muffled a yawn, reaching up to his ear to touch the clunky headset he was wearing. It was almost like a radio compacted into the shape of a drive-through employee's microphone set. It was, by default, synced to only communicate with the other three members of his team. They were with him, but Ben had found that Conway, Haslach, and Aurum didn't have the patience for a little conversation to stave away the boredom. Thankfully, with a crank of the dial, Ben could easily get into contact with Rook.

He never thought that he would say it, but he missed having Plumber badges. It made talking to each other much more streamlined.

"Hey, Rook," he murmured into the mic. "You still awake?"

There was a pause before Ben got a response. "_Pardon,"_ the voice of his partner answered, "_but I believe I missed who you were asking for. What was that name again?" _

"Oh, for the love of—" Ben sighed. "You're really going to keep pushing this? You can't be serious."

Even without being able to see him, Ben could feel Rook's smirk. "_I am always serious_."

The past two times that this had been brought up, Ben simply dropped the call and settled back to pout. But, as much as he loathed to admit it, he was tired of sitting in silence and staring at nothing. He rolled his eyes. "Fine… _Stone-Cutter_."

Rook chuckled. "_I appreciate the clear effort, Dr. ET. Even so, we have strict instructions to keep this line open except for emergencies. Goodbye." _And he cut their connection.

Eyebrow twitching with annoyance, Ben almost slammed his microphone into the peranite rocks surrounded him. He might have gone through with the urge, had Conway not suddenly smacked him on the shoulder. It was a relatively gentle tap, but Ben wasn't made of peranite and he had to resist the urge to rub his bruised joint as he turned to his teammate with a glare.

"They're on the move." Conway pointed over their peranite shelter to four figures sprinting near-silently across the flat plain. "Slugger must have gotten into contact with them. We wait five minutes and four seconds exactly, then follow. Understand?" He gave Ben a pointed and decidedly unfriendly look.

As tempting as it was, Ben swallowed his snarky reply to nod stiffly. "Perfectly."

Animosity made the atmosphere tense, but Ben was almost starting to get used to it. He ignored the way that Aurum was drilling a hole in the back of his head with his glower and focused instead on the group moving ahead of them.

It didn't take them that long to reach the facility. Entering through the front door was obviously a stupid decision though, so Ben was quickly back to watching nothing as they moved around to the side to crawl through an unprotected window on the third floor. They worked surprisingly well together after only two day's notice. Ben thought to his own group but, for the life of him, he couldn't picture any of them being a good match. He wondered what Patience must have been thinking when she designed their teams.

"Alright," Haslach spoke up, startling everyone else as she straightened into a standing position. "Our time is up. Let's hurry and—"

She didn't finish, as Conway suddenly grabbed her hand and yanked her back down to his level. "What do you think you're doing, Mirage?" He hissed. "You'll give away our position! We still have another fifteen-point-three seconds until we're authorized to move from this spot." He held up a digital stopwatch displaying alien numbers as proof of this.

Haslach — or, Mirage, as she was to be called when they were on a job — sneered right back. "Who died and put you in charge?" She snapped, yanking her hand free. "Fifteen seconds? What's that going to change? We're doing nothing but wasting time here when we—"

Her little rant was cut off by Conway jumping to his feet. "Time's up. Let's move," he muttered. Ignoring the fuming glare that Haslach sent at his back, he easily jumped the wall that they had been hiding behind and began a steady jog towards the facility. If he thought to wait for them, then he gave no indication of it.

Aurum muttered a curse that Ben didn't catch before following after. Not wanting to be last, the human followed him, but it didn't change much in the grand scheme of things. Haslach caught up easily, swearing under her breath and fueled by her indignancy with every step. The only good news was that, by pissing each other off, no one in the group seemed to notice Ben coming to the entry point several seconds after everyone else and struggling not to breathe any harder than normal. It saved Ben some taunting, but he couldn't help the worried crease to his frown. How were they ever going to complete the mission if they fought like this the entire time?

"Ah. Here we are." Conway looked up at the window on the second floor that was closest to their target room. As much as he clearly disliked doing it, he gestured for Ben to come closer and knelt down, cupping his hands together. "You're the lightest," he explained. It was an obvious statement of fact, but he still seemed to dislike admitting it. "I'll give you a boost and then you need to make sure that you grab the ledge. I can catch you if you slip, but the landing won't be any different than if you were hitting the ground, so be sure to open the window quickly."

In going through the entrance plan that Conway came up with, Ben had asked Tetrax to explain how to force a window open. Without setting off a silent alarm, it would be difficult, but Ben's current plan was to break the glass. It wouldn't have worked on Earth, but there had been something that Tetrax told him about the differences in security from planet to planet. It was all very boring to Ben, but the main takeaway was that they didn't set alarms on their windows. And even if they did and he set the alarm off, Ben mused that he could probably handle any amount of guards that tried to stop them. Conway could cover him long enough for the Omnitrix to be reactivated, then it was hero time. It wasn't like anyone _actually_ thought that he was dead.

"Alright. Might as well go for it," Ben muttered the last part to himself as he stepped forward. Placing his foot on Conway's cupped hands, he steadied himself against the wall. The Petrosapien was kind enough to wait until Ben had his balance back to launch him upward.

It was hard to choke back the sudden panic caused by adrenaline, but Ben managed not to give in to the instinctual scramble for steady ground long enough to grab the ledge. He strained to pull himself up, mentally thanking Grandpa Max for forcing him through all of those training sessions with Rook. It wasn't that Ben _wasn't _fit, just that pull-ups required specific muscles to be developed and Ben was so glad that he had practiced.

The window ledge was barely big enough for Ben to stand on. He grabbed at the shallow grooves in the uneven wall to keep from toppling over as he slowly and methodically got one foot up and then the other. His heart was hammering in his throat, but Ben swallowed his unease and kept his gaze firmly fixed on the wall directly in front of him. Looking down would only make his already fragile balance start to slip.

Carefully, he peeled his fingers from their death-grip on the wall and reached for the pack on his back with his free hand. Patience had insisted that both Ben and Rook take a few supplies with them, to make up for their obvious physical deficiencies. While they were waiting to start, Ben had grabbed a peranite rock to stash in one of the side pockets. He reached for it, letting out a quiet breath of relief as he curled his fingers around the tool and brought it close.

The tricky part was breaking the window. Thankfully, the window glass was merely a thin sheet of peranite. Ben's rock was denser and heavier, so a few good knocks were all that it took for little shards to start breaking away. He drove his foot through the makeshift hole, finally managing to carve out a gap big enough that he could squeeze through. It came at the cost of ripping his shirt and pant legs, but at least he was in. On the positive side, there was no blood, and it would give more credence to his argument that he _really _needed a fresh change of clothes.

Safely inside, Ben forced himself to relax. No sense in being tensed. He started to look for something that could help the others up — maybe a ladder or a rope — but before he could find anything useful, the sound of shifting rock greeted him from outside. Ben peeked outside, jaw dropping as the indignation of what he was seeing sunk in.

All three of his teammates were on a tall, cylindrical peranite structure that Conway had raised from the ground. They all looked smug, but Conway was practically beaming in delight. He looked like his birthday had come early, stepping off of the platform and through the window with his chest puffed so far out that he appeared about ready to burst.

While Aurum paused to offer Haslach his hand, helping her step through the broken glass, Conway almost immediately strutted over to Ben. He actually _strutte_d.

Even though it was playing right into his smug hands, Ben couldn't bite his tongue fast enough to swallow his shocked outburst. "What the _hell_?" He snapped. "You mean that you could have done that at any time? Then— then what was the point of making me do it the hard way?"

Conway faked a look of insult. Had he not had diamond-hard skin, and had Ben been a less kind person, the human would have slapped him for that. "To test your conviction to the cause, of course! We still don't know for sure if you can be trusted. And…" His eyes flickered with a certain _schadenfreude_ as he took in Ben's haggard state, smirking. "...you have to admit, it was pretty funny." Finished, he ignored Ben completely and turned to the other two.

Haslach had taken it upon herself to gather the broken bits of glass left on the floor, willing the shards to meld back together as she artfully remade the broken window. Not a shard was out of place. Her effortless, easy control had Ben feeling a little awed. He was never very good at using Diamondhead for subtle, small constructions. The bigger ones were always easier. He wasn't about to ask Haslach for advice, but he made a mental note to try it for himself once he got back to Earth and this whole thing was behind him.

"Ready to continue?" Conway asked impatiently. That earned him a glare, but Haslach said nothing and merely finished her work before turning to their de facto group leader. "Great. The target area is down this hall." He gestured with two fingers to the path that followed the perimeter of the main building. "Let's go. K-9, you have a small time slot to replace your guard. Are you prepared for it?"

Responding to his codename, Aurum nodded. "Ready," he said crisply. Ben had only known him for a day or two, but he could already tell that he was a man of few words.

The rest of them fell silent, moving stealthily down the hallway. There weren't many cameras in this section of the building. Ben could see why Patience would have found it suspicious that there were so many clustered around one room. Speaking of, Conway suddenly stopped them a few feet from the next corner. He pointed to the camera pointed away from them, nodding to Haslach.

From a containment area in her armor, she removed a small, compact tablet like the one Sybil had been carrying when Ben first met her. He wasn't sure how hacking worked, but after a solid minute of tense and uncomfortable silence while she tapped away, the cameras in the upcoming hall drooped. Still, even though they were off, Conway gave no gesture for them to continue. If anything, he only grew tenser, so Ben quelled his impatience and settled in to wait.

They didn't have to stand there for very long. Another minute ticked by and then he noticed the flicker of a flashlight from around the corner. Most likely, it was the guard that Aurum was supposed to handle. Ben couldn't see him, but there was muttering as he apparently inspected the broken cameras.

Silently, Conway gestured with two fingers for Aurum to move forward. He did, keeping pressed to the wall and low to the ground as he eased his way to the objective. The three of them remaining behind held their breath. A moment later, there was a heavy thud and a weak groan, then nothing. They gave it another few seconds to be certain, then Conway finally peeled himself away from the wall and gestured for them to continue.

Aurum had the unconscious guard in his arms, gently lowering him to the floor with one hand as the other melded from a large hammer back into his fingers. He said nothing to their group, opening a nearby door to reveal a neat closet. Already, he was working on getting the uniform off so that he could continue the guard's post.

While he worked on, Conway directed their group forward. There was a door waiting for them that was significantly more daunting than the one for the broom closet. It was heavy metal with a small security scanner connected to the side. One of the deactivated cameras was pointing directly at it. Seeing the scanner, Haslach muttered something in her own language that was probably a swear but got to work without protest. Conway stood rigid, eyes darting impatiently around the quiet hallway. Thankfully, he said nothing.

It took some time, but the scanner finally beeped and the door popped open. "Thank God," Ben sighed. None of the lights were on, but he didn't hesitate to slip inside. Waiting for Conway's permission every time he wanted to breathe wasn't the hero's style.

With an irritated huff, Conway followed. Instead of turning on the lights, he unclipped a clear cylinder from his hip. Shutting the door behind them, he shook it hard. To Ben's surprise, the resulting light was remarkably bright. It lit up enough of the surrounding area that all four walls came into sight. Petrosapiens had decent night vision from Ben's experience, so he wasn't worried about Conway tripping over the floor or something.

Directly in front of them, there was an impressive bank of computers. Stacks of peranite tablets covered every inch of the countertops and there was an enormous microscope on the far wall. Ben thought that Gwen would have loved fawning over it.

The most interesting feature of the room, however, was the metal wall that lined the right side. A pull chain was dangling from the ceiling close to it. Stepping lightly, Ben crept over to it. Conway was hissing something about the computers being the priority, as this _clearly _wasn't the room where the Red Sleep was being processed into the water, but Ben was no longer listening. He reached up, grabbing the handle attached to the chain. With almost no hesitation, he pulled.

The wall began to fold up like paper, peeling away as it dragged itself open to reveal an entirely new part of the room. It was surprisingly quiet, creaking and groaning but going smoothly. At first, all Ben saw was blackness stretching out in front of him, engulfing a seemingly insignificant section of the room. He almost dismissed it but, as Conway grew closer with impatience and his light source reached the uncovered area, both of their jaws dropped.

In front of them was something that could only be described as a large-scale manufacturing facility. A conveyor belt ran along the walls and crisscrossed through the middle of the floor. Ben couldn't see where it started but assumed that it had to be coming from the half of the factory that was still cast in shadows. The set-up wasn't moving, but it was lined with empty, curvy containers that Ben recognized as the water bottles from Terces. It took him a moment to piece together that there were actually several conveyors. They all processed water. Above, a handful of water drips hung from the ceiling, no doubt being fed by the purifying pools outside. More concerning, was the opaque steel box bolted into place on the side wall. There was angry-looking Petrosapien writing printed on it and what looked like a warning symbol. Pipes came off of it, feeding into the water drip.

Ben felt his body go cold. It didn't take a genius to figure out what _that _was for.

"We need to put that thing out of commission," Ben muttered to Conway, pointing to the metal container. "Actually, do you have any ideas about how to open it? I want to make sure that it's actually dangerous before we destroy it." He had made enough mistakes in the past to know that _some _precaution was probably necessary.

Instead of immediately agreeing and moving to help Ben out, Conway crinkled up his nose in distaste and looked at the human like he was an idiot. "Forget that, Tennyson. Short-sighted, as always. Patience wants the information from the computers before anything else. If we wreck that, they'll likely have it going again in a day or two. How is that going to help anyone? It's more important that we get some details about why they're putting Red Sleep venom in the water."

The absurdity of his statement almost had Ben doing a double-take. The notion that there was a _flaw _in his plan to save cities full of people from a poison that would _cripple them from the inside out _almost made Ben laugh. The only reason he didn't was that he had a sick feeling that Conway wasn't joking.

He clenched his jaw against the urge to argue. If the look on Conway's face was any indication, he was being stubborn simply to be contrary to Ben. They were only going to waste time by arguing. "_Fine_," he snapped quietly. "You do your method, I'll do mine."

It seemed like a fine compromise to Ben. He started towards the stairs that would take him to the subsection, only for Conway to suddenly grab him by the forearm tight enough to bruise. "_Don't_. We need this to stay quiet, like we were never here. You can't start tearing apart machinery because you've got some sort of hero complex."

Saying that Ben was surprised would be an understatement. He swore that his eyes _were _really bugging out of his head, too taken aback to reply for a solid minute. "_What is wrong with you?_" Ben managed. He tugged his arm free of Conway's hold. "'Complex'? I've saved the _universe _at least twice in the last year alone! And now you're going to try telling me that keeping poison out of the water supply gives me some kind of _complex_?"

They locked glares, each unwilling to back down. Ben was the one to break it, eyes darting towards the steel box bolted to the wall. He could see Conway reaching for him again, so he quickly back-stepped and turned a neat ninety-degrees. His injured ankle protested but Ben grimaced through it and started running without breaking stride.

There was a shout of frustration from Conway, but Ben was no longer paying him any attention as he darted for the wall. He barely got two steps before he was roughly grabbed by his pack. Ben didn't hesitate to shrug it off, ducking into a roll as Conway made a grab for his shirt. He was quickly back on his feet, running as fast as he could. From his pocket, Ben grabbed the rock that he had used on the window and threw it as hard as he could. Even so, he was taken aback to see the rock punch through steel like it was tin-foil. That wasn't what made him stop, though.

What made him stop was the red flashing lights and blaring alarm.

It sent his ears ringing, but Ben ignored it. He steadied himself and stumbled over to the hole he had made. Inside, thanks to the weak lighting he had, he could see vials of a red-tinted liquid and tubes filled with the crawling vines of the Red Sleep. The sight made him feel sick.

There was no hesitance. Without thinking about it, Ben was reaching for the Omnitrix.

By that point though, Conway had caught up to him. He had his hands clamped over his ears, body tensed like he was stuck in a permanent wince. Right. Ben remembered Diamondhead having pretty good hearing — better than a human's, anyway. He thought about feeling bad for Conway, but honestly, Ben couldn't muster much sympathy.

"What are you doing _now_?" The Petrosapien shouted to be heard over the alarms. "You've already _ruined _the operation! We need to get out of here! _Now_!"

Ben didn't spare him a glance. He activated the dial of his Omnitrix, automatically turning it back on. "Then go!" He shot back. "I'll catch up on my own once I'm finished with what will _actually _help people!"

His time was limited. Ben had no idea how long it would take for guards to show up and he didn't want to stick around long enough to find out. Conway was saying something else, sounding angry about it, but Ben was no longer listening.

"Alright," he mumbled to the dial, "give me something that can use fire. _Anything_." Ben selected without looking and slammed the core back down.

It was over in a second. Heat engulfed him, melting his skin and bones and reforming Ben to be taller, stronger. His hair burned away, then went his nails and eyes. Painlessly, his skin cracked into deep fissures and flames leapt from every inch of his body. When the flash of light faded, Heatblast didn't hesitate to punch his fist through the hole he made earlier.

His punch cut through the tubes like a knife through hot butter. They were made of some sort of synthetic plastic and burned almost immediately, crinkling and curling up with a God-awful stench that made burning rubber smell like daisies in comparison. The plant inside shriveled up as soon as the flames licked at it. The fire chased up it, killing the Red Sleep on its way, and disappeared through a hole in the wall to another room.

Heatblast put his hands on either side of the small hole, the steel melting under the intensity of his grasp. His flames always _were _hotter when he was angry. With a grunt of effort, Heatblast shoved the metal apart, bending it like paper, and ended up making a gap that was wide enough for him to step inside of.

The vials of venom were untouched, but not for long. Heatblast grabbed two handfuls of them, attempting to melt them in his palms. He had no idea what the melting point of peranite was, but it didn't matter. Even if he couldn't break them, the poison inside began to heat up, reaching boiling point inside of their little containers, until it was so hot that it didn't become steam — it was simply gone. Grimacing, Heatblast dropped the empty vials and reached for the rest. The more he grabbed, the angrier he became. If he ever saw Argyle again, the hero wouldn't hesitate to put a hole in _him_.

Only once all of the vials were empty and on the floor did Heatblast turn his attention to the small hole where the thread of Red Sleep had grown from. The wall was peranite, so he couldn't exactly punch through it, but it was then that he noticed a small hatch next to it. Most likely, it was used for maintenance. He seethed at the thought.

There was a shrill beeping sound as the Omnitrix timed out. Ben settled back into his own skin, so used to it that he didn't even falter as he placed a hand on the door. A quick glance over his shoulder told him what he already expected — that Conway was gone. There were no guards, but Ben didn't know how much longer luck would be on his side. He opened the door and blinked dumbly into the pitch-black room. Maybe he should have stayed as the torch alien.

He stepped inside anyway, pressing the dial for the Omnitrix again. Ben didn't make any selection, holding the dial up and using the green-tinted light to see as he shut the small door behind him. The flashing lights and whirring siren were gone, smothered by the private room.

There wasn't much to look at. Though Beb hesitated, he settled his left hand on the connecting tube and used it to guide himself forward. It was slow-going in the dark, but Ben was surprised to feel another tube connecting to the one he was holding. With his right hand, he stuck it out to the side, feeling another cluster of tubes. All carrying the Red Sleep, no doubt. Ben swallowed thickly. Maybe it was a good thing, then, that Conway hadn't followed him. If one of these containers burst, well… Ben disliked the guy, yes, but he didn't want him _dead_.

Going alien felt like overkill when all Ben really wanted was to see better. He brought the dual close to his face with a curious frown. The finished Omnitrix could tell time like a normal Earth watch, something that Ben had never complained about. If Azmuth was considering practical needs for Ben as a person, not just a hero, then was it possible that…?

On a hunch, Ben twisted the exposed core to the side, the same way that he did when he wanted to know the time. He turned it a little further. To his delight, the glow from the Omnitrix shut off and, instead, a focused beam of green light cut through the dim, bright enough that Ben could see several feet in front of himself easily.

That was where his excitement ceased.

In front of Ben, dominating the center of the room was what could only be described as a tangled complex of tubes and plastic. And ash. The giant container from which all of the connectors sprouted off — easily twenty feet along every perimeter — was filled to the brim with smoke and ash, to the point that it still felt hot as Ben approached. He didn't touch the cube. It felt filthy, like he was contaminated simply by being so close to it. For a few seconds, Ben forgot how to breathe. It didn't take a genius to figure out how much Red Sleep must have been housed in that thing. He could faintly make out burned remainders of the plant scattered among the ash lining the container's ground.

But it didn't stop there. More tubes lead off of the center — more than Ben knew what to do with. They speared the ceiling and floor, connected to the outside and inside walls. Patience had been wrong. The two rooms that she found were only the biggest producers. There were others — smaller, but that made no difference in Ben's mind. He stood fixed to the spot for a long time. His mind simply could _not _wrap around what he was seeing. This was still only one processing plant. The sheer scope of this, the money and power and influence it must have taken, _all those people_… It was too much.

Anger settled, hot and burning, in his chest. Suddenly, all Ben wanted was to hurt somebody. He had burned all of the Red Sleep, yes, but that didn't undo all of the damage that had already been done. Worse, now he could be certain that it was being done on _purpose_. It wasn't some mistake or the result of negligence. This was _designed _to cripple and ruin innocent people.

There was the sudden sound of a door being pounded against. Ben pointed his makeshift flashlight towards the source of the noise. Against the wall, there was a set of stairs that led up to a door made of solid steel. As furious as he was, the adrenaline made Ben a fast thinker. The guards must have finally arrived. Good. Maybe fighting something would make him feel better.

Ben's choice was obvious. He twisted the Omnitrix back to its normal setting right as a Petrosapien shoved their hand through the steel door. While they peeled it away, Ben slammed down on the dial pad.

His body shrunk more than half its original size. Ben felt his insides tingle and his breath came out as a soft exhale as his lungs and muscles and bones dissolved. His skin was pulled taut and rubbery, his skull flattening and arms lengthening until he stood in the darkened room as Echo Echo. Maybe it was cruel, but in his experience, peranite could shatter pretty easily with a well-placed soundwave.

Light filled the area as the guards activated their shoulder-mounted flashlights. Echo Echo tensed to release a scream, only to pause at the last second.

"Ben?" A voice called out, and it took him a moment to recognize Mantle's voice. "I know you're in there — we can track the Omnitrix's signal. The Magister is here, too. Are you being held against your will at all?"

That almost made Ben snort, but Mantle sounded so unlike himself — as though he truly, desperately _hoped _that Ben was being manipulated instead of destroying property of his own volition — that he swallowed his indignation. He said nothing, watching the Corporal enter the room with a detached look. The cadets weren't with him, Ben noticed. Instead, his backup was much more battle-hardened and serious-looking — five others in total. Ben wasn't an idiot. These people may have called out for him, but they had come expecting to fight.

Good.

"_Go away, Mantle_," Echo Echo dismissed him, his tiny voice rattling in the open room. It sounded more metallic than usual. "_This isn't about you._"

That argument didn't go over well with the Corporal. He took one look around the room, eyes dragging over the smoldering hole in the wall and the ridiculous amount of ash filling the plastic cube, and his expression hardened. His hands, already holding his weapon, shifted so that his finger was hovering over the trigger.

"We thought you died. In the explosion," he said carefully. If Mantle was at all relieved to find out that it wasn't true, then he hid it well. "Where is Rook?"

"_Away_," Echo Echo stated shortly. "_You should be, too. I know what I'm doing._"

Mantle looked supremely unconvinced. "From where I'm standing, it looks like you're breaking and entering and causing damage to government property. You've already destroyed…" He gestured listlessly to the container that used to house the Red Sleep. Not that he knew that. "...whatever that is. Likely, it'll be costly repairs. That's already grounds for prison on our planet." And, to his credit, Mantle did seem a tab bit regretful. "I told you that you're not on Earth anymore, Tennyson. You're breaking our laws, so you have to be punished accordingly. That's justice."

That time, Echo Echo actually did snort. "_You have a really black-and-white view of "justice." I don't think that I need to say it, but I won't be coming along quietly." _

All Mantle did was clench his jaw. "Then we're done talking."

The walls came crashing down. Literally.

Barely managing to dodge the peranite projectiles ripped straight from the room itself, Echo Echo ducked and weaved. It was only thanks to his small size that he avoided the onslaught unscathed. Steady on his feet, he managed to spot the next attack. Releasing a short sonic wave, so high frequency that no one in the room could hear it, Echo Echo burst them into shards in mid-air, one after the other. They glittered in the low light, falling as harmlessly as snow at his tiny feet.

Without comment, two of the nameless Plumbers dropped from the top of the entrance stairs to the ground. Echo Echo turned to face them — even as he did, he split into two, then into four, then eight. Even with so many consciouses to juggle, Echo Echo was focused. The goal was to win the fight. All other thoughts were filtered out.

Three of him tackled one of the agents, another few jumping on the other as the leftover two turned their attention to flying projectiles. The sound of exploding crystal filled the air, the smell sharp like burning hair and making the room heavy. Echo Echo knocked down one of the agents, standing on the man's chest as two of his copies struggled to pin him. It wasn't an easy target, but at point-blank range, Echo Echo's scream carved a deep fissure down the middle of his face, from forehead to chin. The man was unconscious long before he could scream. He turned his attention to the other Plumber, who had crushed one copy and tore another in half just as Echo Echo turned to look. Three steadied to fight, a fourth still clinging to the woman's leg, when the ground buckled.

From above, the three indistinguishable Plumbers still standing with Mantle turned their attention to the floor. Their wrists flicked harshly to the size, carving out a perfect circle through the web of tubes. Then, in sync, their three hands curled into a fist and all hell broke loose.

The sound was like nails on a chalkboard, styrofoam rubbing together, forks dragging over a porcelain plate, and somehow _worse_. The peranite circle crumbled and then collapsed, as though a massive force had punched it. Everything fell with it — clones and Petrosapiens and machinery. It crashed through the floor below and the building's foundation, then further, slamming past the planet's surface and carving its way so deep that even its ungodly noise could no longer reach out.

One Echo Echo stood on a plastic tube overlooking the cavern. Another was across from him, loosely holding another tube with one hand. They looked at each other in surprise. There was silence, but only for a moment — the lull was broken when a peranite shard cut through the air between them.

"_Tennyson_!" Mantle shouted, furious. He abandoned his post by the door to drop down to what was still intact of the floor. His fingers melded together to form jagged spikes in place of hands, shooting scarily accurate shards towards the remaining duo. "Surrender now and come peacefully, or we will be forced to hurt you!"

There was a short squeal as one of the Echo Echoes was hit square in the chest, disappearing in a rush of noise as his synthetic body crumbled. The last one used the plastic tubes as monkey bars, swinging from one to the other and leaving a mess of peranite fragments stabbed through plastic in his wake.

Then, from below, "Ben!" Echo Echo looked down, through the hole in the floor, and he had never been so relieved to see Rook. His partner, peering at him through the cloudy air and jagged chunks of the floor that were still hanging on, gestured for him to drop. "We need to leave immediately! As in, _now_!"

Mantle stopped at the edge of the hole. He glanced at Rook before turning his glare to Echo Echo. At first, the hero didn't understand why Mantle wasn't forming himself a platform of peranite over the gap so that he could reach Ben. Then the man inclined his head. It might have been a twitch or even imagined, but in that split-second, an understanding passed between them.

With an approximation of a smirk on his lips, Echo Echo tapped two fingers to his temple in a mocking salute. "_Maybe next time, Corporal_," he remarked. Then he dropped.

It was a short fall. Rook cursed but stuck his hands out just in time. Echo Echo landed in his palms with an unhappy grunt, giving his partner a pointed look.

The Revonnahgander rolled his eyes, clearly too frazzled and irritable to care much. "I am not going to dignify that with a response." He drew the Sonorosian closer to his chest, turned sharply, and ran. And, damn, Rook could _run_.

It wasn't long before the building fell away behind them. The night air was chilling after the heat of a fight and the darkened area was filled with flashing red lights and the shrill screech of the sirens.

Both of them were silent as they made their not-so-subtle escape. Even in shadow, Echo Echo could tell that the factory was swarming with Plumbers. They were so busy on their task that they didn't think to look out to the open flat land.

_"We need to go back_," Echo Echo announced suddenly, pulling back to look Rook in the eyes. "_They said that Argyle is here. He needs to pay for this._"

Rook shook his head. "You cannot, Ben. Whatever he deserves, he will receive, but not today. Not now. You would be found and captured before you could get anywhere near him. Even you have your limits." His eyes narrowed. "And you know that killing him now will not help us find the location of all those still missing. You're being irrational."

_"Of course I'm being irrational!" _He screeched back, ignoring how Rook winced at his pitch. _"You didn't see it, Rook! There was so much of that stuff and I doubt that I even got it all. After what he's done? Death isn't enough for a guy like him." _

His partner said nothing, of course. He wouldn't give Ben the encouragement to kill someone, even if they both agreed on it. First and foremost, Rook's morals came from the Plumber handbook. Argyle would be killed only after he was arrested and his punishment decided before a lawful court.

Sometimes, Ben admired Rook's convictions. Other times, they made him want to slam his head against a wall.

By that point though, they were too far from the factory for Echo Echo to get there on his own. He glared at the retreating silhouette, imagining Argyle's face when Mantle informed him that they were alive. Ben hoped that he was scared.

Eventually, Rook did stop, but only once they were far enough that the alarms faded into the night. He ducked behind a jagged outcropping of rocks, barely even breathing hard. Not a moment too soon, as the Omnitrix suddenly started beeping. Echo Echo jumped to the ground, straightening back up as the transformation that returned him to human washed over him. The feeling was normally welcome after an adrenaline-fueled fight, but Ben found himself grimacing as his ankle protested. Right. He had forgotten that Echo Echo didn't have bones. That sensation had been amazing.

Swallowing a sigh, Ben turned to his partner, only just remembering to turn the Omnitrix back off so that he couldn't be tracked. "We need to find the others," he said stiffly. "Patience needs to know about what happened in there."

"I couldn't agree more," Conway's voice called from behind him.

Both Rook and Ben looked to him, watching him slide smoothly down the steep peranite formations surrounding their little alcove. After him, the others came. Ben was glad to see that Haslach and Aurum were fine, following Conway with twin looks of annoyance. Rook's team — the three Petrosapiens that Ben didn't know the names of — hesitated at the top before giving in and coming to join the others.

"You made it out," Ben remarked with a note of relief as he looked between his three teammates. "You didn't run into any Plumbers, did you? And you guys aren't hurt—?"

Conway's glare only intensified as he held up a single hand, the universal gesture for "_shut up._" And Ben, being the considerate listener that he was, did exactly that. "We're fine," he stated as if it was insulting to have to say as much. "No thanks to you. I know you get away with a lot of stupid shit because you have a big name backing you up, but just because the Plumbers let you endanger your teammates to further your own ends doesn't mean that I'm going to sit back and watch you get away with _ruining _the entire operation."

"_Ruin_?" Ben bristled at the accusation. "I was trying to help people! You're the one who was all, _"oh, the procedure! But our orders!" _Explain to me how that's doing _anyone _any favors when those in the city where you live are going hungry, and those who aren't are dying anyway!"

It was clear that Conway was struggling to keep calm, but he wasn't doing it very tactfully. He was shaking, hands curled into fists so tight that Ben could hear the peranite cracking.

Next to him, Rook had gone stiff. "Ben…" He warned, jerking his head like he expected his partner to let it go and take a step back.

On a better day, Ben might have dropped it — but not in that moment. Not after putting up with _everyone _treating him like dirt for over a week. He didn't even spare the time to feel guilty about it.

"Frankly," Ben said loudly, mockingly, and even the other Petrosapiens were looking nervous, "I find it hard to believe that you can do _anything _without being told to first! You complain about me nonstop, but unlike _you_, I've actually saved people! _Billions of people!_ What have _you_ done? I'm surprised that you've even kept yourself alive this long, let alone your sister!"

That was the last straw. Ben knew that it would be. A furious snarl left Conway's mouth — a noise that Ben had never known Petrosapiens to be capable of — and he launched himself toward Ben with genuine loathing in his eyes.

There was a flurry of movement, all in slow motion. Rook, frozen in surprise, Conway, reaching for him with fingers pointed into daggers, the others, torn between stopping it and settling in to watch. Even as Ben retreated, his rational mind knew that he wasn't fast enough. His own fault, for not expecting an attack. He stepped back, his bad ankle twisting out from underneath him, and Ben wondered if this was really going to be what finally ended him.

Time snapped back into place and, with it, Ben's stomach was left several feet away when he had been standing moments before. Not literally, though. Thank God.

Rook looked ready to kill someone. His ears were flattened back against his skull, teeth barred and his lips thinned into an ugly snarl. Every hair on his body was standing up straight. He had a hand on Ben's arm, grasping the crook of his elbow, and his grip was tight enough to make the human wince. It only tightened when Ben shifted to get his feet steady again. He had already been pulled out of the way by Rook — he didn't need help standing, too.

As shocked as Ben was by what had happened, Conway was even more surprised. He stared at Rook with a mix of concern and fear. Clearly, he had never seen an angry cat before. After a moment, Conway carefully raised his hand. Rook _growled_ — a horribly unsophisticated noise — and squeezed Ben's elbow until the hero let out an involuntary hiss. It didn't make Rook loosen his hold.

But all that Conway did was calmly hold his fingers up to his face. The sharpened edges, Ben realized, were wet with blood.

Perturbed, the human frowned, raising his free hand to gently trace his cheek. Sure enough, his fingers came away smeared with red. The cut stung but it didn't feel deep. Ben touched it again idly, lips parted ever so slightly in an inaudible, _"oh." _

The sight of blood seemed to snap Rook back to himself. His hunched posture straightened and he let go of Ben immediately, as though burned. Still, his fur didn't want to lie flat and he didn't look away from Conway for longer than a second as he fished around for something in his armor pack. A small, square cloth was pressed uncaringly into Ben's hands. The teen expected Rook to apologize for his behavior, but he didn't, opting to say nothing.

So, Ben spoke instead. "Rook?" He tried. "Are you…? I mean, what's wrong?"

His partner fixed him with a look of contempt, struggling not to bare his teeth. "I am _so _tired of this," was all Rook said. He gestured at everything around them, but the glare that he gave Ben before turning and marching off was nothing short of an accusation.

Ben stood with a throbbing ankle and a bruised ego, as confused as everyone else. For the first time since the tentative start of their partnership, Ben wasn't sure if he should follow.

* * *

**Finally, a real fight — in more ways than one. Everyone's mad at Ben and it's only going to get worse from here.**

**Chapter Thirteen: **_**When it Rains, it Pours**_


	14. When it Rains, it Pours

**A/N: A shorter chapter, yes, but what an important one! I've been eagerly waiting for this. **

* * *

Up until the alarms went off, Rook's team had been handling their part of the mission with ease. In through the window, down the hall, first door on the left. Simple. It had seemed almost too easy. With Xo'onotlite monitoring the cameras and stationed as a lookout, Cancrie handling any guards near them, and Boulder backing him up, Rook was confident in their ability to slip in and out before anyone knew that they were there.

Their target room had ended up being a normal production chain, apparently specializing in an experimental type of mineral water for more wealthy citizens. From a business perspective, it explained the high security. Recipes were not to be trifled with.

Regardless, Rook helped himself to their computer and combed through the data. It was mostly insipid nonsense about the chemical reactions that certain minerals had when exposed to H2O, but there were a few interesting bits that Rook downloaded to browse the next time he had monitor duty.

It was a bit hard to focus at times, though. Rook tried not to be separate from Ben during missions and he disliked the knowledge that his partner was dealing with the Red Sleep toxins alone. Sure, he had a team, but Ben had ranted thoroughly about how _unfair_ it was to be stuck with Conway only the night before. It wasn't that Ben couldn't handle himself, but he fought best when he had a team member or two that he could trust and who, more importantly, could keep up with the Omnitrix. Conway was many things, but a good partner for Ben was not one of them.

So when the red flashing lights cut through the dim and whirring alarms started up, it wasn't surprising for Rook to have his first thought go to Ben. _Of course_ he would be the one to set off the alarm.

And, of course, Rook ended up getting them both out of there before the Plumbers could outmatch them. It made Rook feel queasy to be running from the people whom he used to consider unquestionable allies, but the sensation was overshadowed by an unmistakable pang of annoyance.

Why did it always have to go like that? Rook understood that expecting missions to go as smoothly as they had during Academy simulations was incredibly naïve, but it was as though misfortune hovered around them like a shadow. It would be nice for one mission to happen according to plan. Or for them to visit an alien planet without finding themselves thrust into a crisis. It might have been wrong to blame Ben for something like that but, childishly, Rook found himself pointing fingers. Life had been perfectly scheduled and predictable before he was assigned to be Ben's partner. He wondered if, had he known what he was getting into, he would have refused the opportunity.

Biting back his frustration day after day wasn't helping. The resentment — the selfish but undeniable feeling that Rook had been personally _wronged _somehow — curled under his fur and skin like an awful itch. And when Rook got both himself and Ben out of the factory only for his partner to almost get himself killed _again_, he couldn't take it. The last thread of patience snapped.

It was _always _Ben. All the trouble, all of the unpredictability, all of the _mistakes_. Was starting a fight with a violent Petrosapien really worth the moral high ground in a petty argument that he could have easily walked away from?

"Why can you never think ahead?" Rook snapped when Ben caught up with him. Coming after him was another thing that he shouldn't have done. When calm, Rook could control himself and choose his words carefully. He didn't want to say something that he would regret. He was struck by the thought that he didn't _care _anymore.

His partner was confused and hesitant, but as determined as ever. Rook hated to admire that about him. "Look, I'm sorry. I didn't mean to start a fight, I'm just…" Ben struggled for the right words. "I'm tired of being treated like I'm the bad guy," he admitted.

"And I am tired of cleaning up your messes," he shot back. "For once, I would like to have a plan that we actually follow through on. It cannot really be that difficult to follow instructions, Ben! There are other people here who are relying on us in the thick of the mission, and yet you can still only manage to think about yourself!"

How hypocritical. Rook was mad at Ben for starting a fight and yet, there he was, doing the exact same and feeling angry that he couldn't even enjoy the look of shock on his partner's face.

"_Selfish_? I was trying to help people!" Ben gestured wildly with his hands. "What is it with everyone _saying that _about me? I've always done the best that I can!"

Rook shook his head. He didn't want to hear genuine excuses and reasonable points. It was easier — and more satisfying — to be mad at Ben. "There are better ways to go about it," he said tensely. "One day, you are going to get yourself killed acting like that. You are not invulnerable, Ben! I am tired of always worrying that the next time you recklessly jump into a fight will be the last!"

That gave Ben paused. His indignation faded and he looked away, uncomfortable. "...you sound like my parents," he muttered, barely loud enough for Rook to hear.

Maybe that was his way of apologizing and opening up. Maybe Ben had hoped that this sliver of vulnerability would be enough to make Rook falter and consider what he was saying. It didn't. "I am starting to feel like a mother," Rook said instead, irritation in his words. "I should not have to babysit you. You are almost an adult, Ben. Start acting like it."

If his words had any impact, Rook didn't stick around long enough to see it. He turned sharply and angrily marched off to the rendezvous where their two groups would be picked up for transport back to the base. His thoughts stayed a steady stream of curses and rants all the way there and all the time that Rook spent waiting for the others to catch up.

Ben didn't go after him that time. And when he eventually did show up, lagging behind the quiet and subdued group of Petrosapiens, he sat as far away from Rook as possible and said nothing.

A part of him wished that he could find satisfaction in it, but Rook felt none. As his anger faded and left his chest cold, all he had was regret and apologies that he forced himself to swallow.

Eventually, a truck did arrive. The ride was cramped but, unfortunately, the discomfort wasn't enough to distract Rook from his turbulent thoughts. With their short fight over and the dirty laundry aired, Rook felt conflicted. Nothing he had said had been untrue, but his only fights with Ben had either been staged or a difference in opinion that they could both keep respectful. They had never fought this way before and Rook was left to grapple with the fact that he really didn't like it.

But was he going to admit that? Absolutely not. Rook stood by the idea that it was all Ben's fault and, at least for the time being while he worked out his thoughts, he would accept the distance between them.

Once at the base though, Rook found himself preoccupied with something else. Namely, Patience's absence.

Their instructions were to wait in the conference room to inform their leader of what happened over the course of the mission. A simple enough idea, but there was a problem. Patience wasn't there. Everyone else had returned from the mission. The miscellaneous Petrosapiens who had helped them sneak past security from behind the scenes were there, already carrying on their normal business. What was especially odd was that Tetrax was missing, too. Neither of them was in the base at all.

As a result, the conference table that they sat around was thick with tension. Everyone held the silent worry that something had happened to them. It was hard not to think of kidnappings or assassinations when two of the most influential members of their movement failed to show up.

"Should we go look for them?" Xo'onotlite asked after a solid fifteen minutes of silence. She looked to the door anxiously, but there was no change. "If they were captured… We can't just leave them."

Across from her, Conway made a bored noise, morphing his fingers into little daggers and back again in order to have something to look at. "The protocol for matters such as these is clear," he drawled. "The situation is out of our control for now. We have nothing to do but wait. Patience would only be annoyed if we went after her and got our unprepared asses caught. She and Tetrax can handle themselves."

The Petrosapien turned his head an inch to look at Ben, as though expecting another argument to break out. But Ben, sitting isolated on the other side of the table, said nothing. He had his arms folded over the tabletop, head down, and didn't so much as twitch. Had Rook not known him better, he might have thought that Ben was asleep.

"Why are you always like that?" Cancrie pestered him right back. "Have some compassion. They're our friends. Not to mention, invaluable to our efforts. Don't those things outweigh a rule book?" She asked.

Conway gave her a funny look. It almost made Rook roll his eyes — the man was not subtle with his thoughts in the slightest. Affection made his eyes almost appear soft. He hesitated but was quick to shake his head, turning from Cancrie stubbornly. "No," he replied shortly. "That's not my call to make."

There was a groan from Haslach. It looked as though she was going to start a fight over it, but at that moment, the conference door swung open. Heads snapped around to look, surprised. Ben shifted enough to peek out between his fingers.

"Sorry!" Patience laughed as she walked in, looking more relaxed than she had in days.

Behind her, Tetrax was composed and quiet. When he saw the empty seat next to Conway he made a beeline for it, but other than the two greeting each other with an odd hand gesture that Rook assumed was a pop culture thing on Petropia, all attention was on Patience.

"I overestimated how long it would take to get what I needed. My bad, everyone." Their leader sighed, turning on the holographic projector. It displayed the same blueprints of the factory from before and she zoomed in on the room that Rook's group had been assigned to. "Group one, why don't you start us off? How was your infiltration?"

The four of them looked between each other for a moment, silent, then Cancrie cleared her throat and stood up. "Perfectly. All according to plan, Patience," she said. "Our target area wasn't the one with the Red Sleep, thankfully. We managed to get some good data from the computers there before the alarms were sounded." She shot Ben a pointed look that he ignored before sitting back down.

Patience nodded, writing something in her language over the room's blueprint with her finger. The holographic display flashed green. "The drive that you stored the data on, please." She held out her hand and caught the USB-like storage device that Cancrie tossed to her. Pocketing it, she zoomed back out and focused instead on the second room before turning to Conway. "And group two?"

"Well," the Petrosapien sighed, crossing his arms, "it was _fine_. Until Tennyson stuck his enormous ego into the mix and _ruined _the whole plan. Our room was the one with the Red Sleep, obviously — a fairly small set-up and he had the bright idea to trash it, setting off the alarms and forcing us to flee." He bit down in frustration.

"But you knew that already," Ben spoke up suddenly. He got to his feet, hands on the table as he leaned in to stare at Patience intensely. "Didn't you?" When she said nothing, he continued. "I found it weird that the Plumbers got there so quickly. There should've only been normal guards at that factory. It was too far from the base at Petra for them to get there in such little time without a starship and I didn't see any when we left. Which means that someone told them ahead of time. Someone with the specific details of what we were planning to do." His eyes narrowed. "Right, Patience? Because I couldn't help but notice that, in all the briefings, you never told us what _your _role was in all of this."

The tension in the room was thick enough to smother. Everyone had gone stiff, unable to think through an appropriate reaction. All except for Patience, who smiled faintly.

"Ben," she said quietly, teasingly, "you aren't accusing me of treason, are you?"

He shook his head. "No. Just of lying."

She pursed her lips, looking thoughtful. "...that's a fair accusation. Tell you what — why don't you tell me what you learned from the factory and then I'll tell you what I've been doing?"

Though his answer wasn't immediate, Ben did eventually roll his eyes and sink back down into his seat. "Fine. It's like Conway said, I ran off when I wasn't supposed to and set off the alarms and forced everyone to drop the mission and leave. And I'm not going to apologize for it," he added stubbornly. "I got behind that steel box where the venom was being processed. There was this huge network of tubes, all connected to a giant vein of Red Sleep. It was some set-up to safely harvest the venom. I burned it all, but it was still just one room. Just one factory." He faltered, looking a little sick. "I don't know what other damage people like Argyle could be doing while we sit here talking about it."

Purposefully being stubborn, Ben glared at everyone across the table from him in turn. The only one who held his stare was Conway, as the others smartly averted their eyes. Rook tried to catch his attention, but Ben refused to acknowledge him.

"Interesting," Patience hummed, analyzing the hologram without any real interest. "These blueprints don't show that there's a backroom there at all. Are you sure about what happened, Ben?"

The human scoffed. "They also didn't show the space next to it as being part of the same room. Unless you're calling me a liar." Ben raised an eyebrow, meeting Patience's blank look with a careful mask of his own. There was an odd swelling of pride in Rook's chest — he had spent so much time viewing Ben as a friend that sometimes he forgot about the qualities that made him a hero in the first place. His downplayed intelligence, for one.

"I would never," Patience replied smoothly. And maybe Rook was imagining it, but he could have sworn that there was a flicker of hurt in Ben's eyes. It was gone before he could be sure. "But you've upheld your end of our little agreement, true or not. So I'll show you all what I found. I'll need field operatives for a mission relating to this, anyway." She held out her hand, giving Tetrax a meaningful look. From a small, barely-noticeable compartment in his suit, Tetrax produced a device similar to a flash drive and tossed it to her. Patience plugged it in and, immediately, walls of text replaced the blueprint hologram.

The language wasn't Petrosapien or English. Rook had a basic education in dozens of languages (enough to ask for directions to a Plumber base on well-known planets), but he had never seen this one before. It didn't even look like a language at all, made of circles that each held a distinguishing pattern. It was incomprehensible to Rook.

"This," Patience said once everyone in the room was thoroughly confused, "is a message procured from Argyle's personal computer twenty minutes ago." She paused, letting the implication sink in before continuing. "Ben is right. I didn't tell you all what my role in the mission was because my role _wasn't _in the mission. While Argyle and the Plumbers were distracted, Tetrax and I took the opportunity to slip into Argyle's office. We found this recently downloaded on his computer. It's the language of Nemuina. Which, thankfully, Tetrax can read." Said Petrosapien shifted uncomfortably, trying not to look anxious. Patience smiled, but it didn't reach her eyes — instead, twisting her face into something mocking and ugly. "He's also quite the accomplished hacker. Very… _useful_."

Rook stiffened at the word. He thought for a split-second that Patience's word choice was coincidental, but that smirk playing on her lips when she glanced at him was nothing if not deliberate. He had to resist the urge to get to his feet. "You alerted the Plumbers to our plans," said Rook, feeling faint. "This mission was never about purifying the water supply. It was merely to act as a decoy. You knew that Magister Argyle would want to confront Ben and me personally. That the Omnitrix's signal would be too great to resist. That he would leave his office vulnerable in his eagerness."

There was no hesitation, not even a hint of denial as Patience inclined her head with a gentle smile. "Yes," she acknowledged. "The factory was a battle in a war, Rook. Do you know how this message reads once translated? It's a rendezvous, with coordinates and exact time. The Nemuina, Murowa — I'm unsure what her role in this whole thing is — has made plans with Argyle to collect another round of "product." Undoubtedly, she means the Petrosapiens who have been getting sick and disappearing. I plan to ambush their meeting and catch Argyle in the act. Nothing could be more incriminating." She smiled faintly. "He thinks he's so clever… these codewords aren't suspicious at all. It could easily just be a shipment of minerals. But I won't let him slip through my grasp again."

Her mutterings trailed off as she stared at the screen with an eerily fixated look. It might have continued like that for a while had Ben not abruptly gotten back to his feet, knocking his chair over with the force. The clattering attracted the attention of everyone in the room, but he reserved his glare for Patience.

"So this wasn't about helping people at all," he said evenly. There was a surprising amount of restraint on Ben's face. "You played on our morals and _lied_ to everyone just to use us as pawns in some… some revenge fantasy you have with Argyle! This isn't about Petropia at all, it's just about _you_!"

Rook found himself on his feet too, startling even himself. He wasn't normally the type to so brashly defy authority, but Rook had never felt like this before. Betrayed. Used. Expendable. Was that how Ben felt for all the criticism he got for only doing his best? He swallowed back his guilt. Apologies could be hashed out later. In the heat of the moment, Rook grabbed tight to the passion rushing through his veins and let it pour out.

"What you have done is deplorable," Rook managed. Somehow, he found the strength to look Patience in the eyes. "Rather than treat those you claim to protect as individuals, you have reduced them to tools. No self-respecting magister would do something like that."

He knew that he had made a mistake when, rather than looking cowed, Patience's smile widened. "What an odd choice of words," she said. "I've known many magisters who have done arguably worse. And, come to think of it, so have you, Rook." She left her spot by the hologram to walk closer to him.

It took a monumental amount of willpower to not shrink away when she stepped so close that only the table was separating them. "When I was a magister," Patience began quietly, but the room was so quiet that Rook had no doubt everyone could hear her, "there was a large, public movement against Ben 10 and, by extension, the Plumbers. Tetrax mentioned it to you, I'm sure. I had the authorization to take a look at Ben's file — after I called in a few favors, anyway. There were some interesting notes made about his relatively new partnership, so I took a look at your file too, Rook. That was a fascinating read." She paused, purposefully, and Rook felt a cold sense of dread sinking in his stomach. "Before you accuse me of treating my followers like toys, you should consider how you and your superiors have been treating your "partner." Isn't there something that you should tell Ben?"

Even as Rook started to protest, Patience had side-stepped and his gaze caught on Ben instead. At first, he only looked confused and a little annoyed, but as they locked eyes, that doubt faded away. Rook felt something desperate clawing in his throat, his thoughts a single-minded chant of, "_no, no, no, no." _

"Rook?" Ben's voice snapped him back to reality, but everything was still so cold: the table beneath his hands, the air in his lungs, the heaviness in his chest. His partner sounded worried and, maybe, the slightest bit scared. "What is she talking about? Tell me what?"

The explanation wouldn't come. Rook opened his mouth but no sound came out. He couldn't think of any words to say. All he could focus on was the cliff he found himself teetering on and Rook wasn't naïve enough to think that he could still back away from the edge.

"You might as well tell him," Patience remarked, standing at Rook's side now. "It's not like you're officially a Plumber anymore. They technically can't punish you."

And even though she hadn't threatened him, Rook heard her implication. If he didn't say it, Patience would. She would be far less compassionate if she did, purposefully digging the knife in deeper. He needed to do it and quickly, like ripping off a bandage. Be fast: for Ben.

So Rook took a deep breath and started evenly. "I completed my basic training at the Plumber's Academy nearly two years ago," he admitted carefully.

It took Ben some time to catch on. He blinked, starting to protest, then considered it. He frowned. "But we've only been partners for a year."

"Right." Rook nodded. "After basic training, I was given the offer to be your partner. Gwendolyn had not decided on anything back then, but as I later learned, she went to Magister Tennyson and asked that he find a suitable partner to work with you in case she and Kevin left for any reason. I had to train and specialize in many areas for quite a long time in order to reach the skill levels required to keep up with you and your typical enemies." He paused, then added, "There is a reason that my abilities far outclass those of my peers, Ben. Not every Plumber receives such thorough training."

There was quiet while Ben ruminated on that — an entire minute of near silence as he stared hard at Rook and thought everything over. "Okay," he sighed, dragging a hand through his hair. "So you're some kind of super agent. I guess normal Plumbers couldn't exactly go up against Vilgax, so… fine. Whatever. Was that supposed to be kept a dramatic secret?"

Despite himself, Rook shot a pleading glance at Patience. She said nothing, smirking faintly. There was a gentle incline of her head — almost a friendly encouragement — and Rook had never hated anyone more than he did at that moment.

"My training was not only in fighting," Rook managed through clenched teeth. "I spent a great deal of time studying human psychology, including… how to best make people listen to you. Not that I have ever been very successful there, but I do decent damage control," he rambled off.

He refused to look at Ben directly, but even in the corner of his eye, the human looked pale. "What are you trying to say, Rook?" He asked lowly. There was a warning in his voice, something jagged that Rook wanted hopelessly to avoid, but he had already jumped off the edge. The only option left to him was to survive the fall.

"Technically speaking," Rook finally continued, dropping his head, "I was never assigned to be your partner. My primary job was always to keep you from getting yourself or someone else killed, as well as form a personal connection so that I could detail and report back to my superiors anything about you that they did not already know. I… I believe the term used in my file is that I am supposed to "manage" you." It was almost a physical pain to admit it. "Like a tool," he snapped bitterly, glaring at the tabletop as his fingers curled into fists over the peranite. "To guide you in the direction that the Plumbers wanted and mold you into an ideal agent. With a device as powerful as the Omnitrix, my supervisors saw no reason to leave it to fate."

Ben took a deep, shaking breath. The sound made Rook wince. "Like a babysitter," was all he said, subdued and horrified.

Before Rook could reply — already lifting his gaze to apologize as profusely as he could — Patience made a soft "tsk" sound and shook her head. She left Rook's side, walking over to place a comforting hand on Ben's shoulder. For some bizarre reason, he let her. "I know. It must be hard to realize that someone you trusted was never really your friend. That you only grew close because of his orders." And then, as if Ben wasn't upset enough, she continued. "From what I remember reading, the way that they put it was, _"the best way to get someone to do what you want is to make them think it was their idea"._"

Dead silence. Ben had dropped his head again, so Rook couldn't see his expression, but the way that the human was shaking said enough. He shifted a little, staring at Rook through his bangs. Every inch of his body was taut with tension as he very pointedly shrugged Patience's hand off of his shoulder without looking at her. "So, you were never actually my partner? Or my friend? You were just… doing your job?"

Rook shook his head rapidly. This couldn't be happening. He had never liked doing what he did, but it was an amazing opportunity for a rookie Plumber. How could he refuse that? "Ben, of course not, I—" He bit his lip. "Well, at _first_ it was, but I do not—"

"Does Grandpa know?" Ben snapped, cutting him off. There was an uncharacteristic intensity in his eyes. "Was this all his idea, or—? I mean, did he—?" He faltered, stumbling over his uncertainty.

Still, Rook knew what he was asking. His expression softened. "Your grandfather is a remarkable Plumber, Ben. One of the best, easily. But there are people that even he must answer to and orders that he must still follow. The decision was made after he put in an official request for your new partner. His only role was to screen the list of applicants sent back to him. And, well… we met for the first time many months after that. Magister Tennyson had very little input in the process and he still does not know all of the details."

For what it was worth (admittedly, not a lot), Ben almost looked relieved. He might have relaxed, had he not been so emotionally keyed up that he had no idea how to hold himself. "I… Good," he settled on finally. Then the accusation came back to his eyes. "But you _knew_. The entire time. During the entire _year _that we've been partners, when I started calling you my _best friend_, you didn't…" Ben couldn't finish. He had never been very good at expressing his emotions so all he could do was close his eyes and try to take deep breaths.

"Had I refused, they would have found someone else for the job," Rook pointed out quietly. He stepped around the tableside, into the center and pass the holographic display. He was keenly aware of every pair of eyes in the room fixed on him. Except for Ben's, of course, and suddenly Rook wanted to see them more than anything. He stopped a foot from the table, close enough that he could count each individual hair on Ben's head but far enough that they couldn't touch. "I do not want you to be mad at me for our entire partnership, Ben. You have every right to be angry with the circumstances under which we met, but I never pretended to like you. I never had to. I admit that I was not entirely open, but I was not lying, either. Ben, I—" Rook stepped forward, reaching out to place his hands over Ben's. He had hardly finished a full step when the hero jerked back, an unreadable expression on his face.

Mouth dry, Rook found himself frozen, rooted to the spot with his lips still parted to offer a weak apology. He had never seen Ben so angry before.

"Funny," said the human with a bite of sarcasm. "I feel like I've heard that before. Huh. A real head-scratcher, isn't it, _Tetrax_?" He turned his glare onto the Petrosapien, who tensed in surprise. "You knew that Patience was using us," Ben stated. It wasn't a question and Tetrax didn't try to answer. "She briefed you on the mission and you still went along with it. You lied. _Again_. And not just to me — you knowingly sent your friend into a setup!" He gestured pointedly at Conway. "I don't even _like _the guy and even I wouldn't do something like that! You threw him under the bus on the off-chance that Argyle _might _have something on his computer that you could use!"

Tetrax didn't reply immediately. He folded his hands on the table in front of him, thinking carefully. "Ben," he said gently, like he was talking to a child throwing a tantrum. Rook knew that whatever he said was going to end badly when Ben went rigid. "We had no choice. Had you known that you were walking into a set-up, you would have behaved obviously and Argyle would have been suspicious. He's a seasoned Plumber, Ben. He's held enough ambushes to know when something isn't right. I had to be the one to go with Patience. She needed someone well-versed in stealth and hacking. The fact that I can read the language of Nemuinas is only a bonus, as its difficulty to learn made it very popular among criminals, back when I…" He went quiet for a second before picking his explanation back up. "She needed someone who could not only hack into Argyle's computer but hack into the factory's alarm system so that it would be set off at the right—"

"_Wait_. Wait, hold on." Ben held up a hand, his expression going from furious to shocked. "_You_ set off the alarm? It wasn't anything that I did?"

Uncomfortable, Tetrax said nothing, but he didn't need to. The silence was answer enough and Ben closed his eyes again, shaking. Rook felt strained enough to burst. He found himself holding his breath, for fear that even a twitch would set his partner off.

And then Ben laughed.

Not a chuckle or giggle, no — the shaking dissolved into full-blown tremors as Ben laughed long and loud, clutching at his sides and doubling over, tears streaming down his cheeks as his face went from red to purple and he kept on _laughing_.

Rook's thoughts went to the human psychology books he had devoured in the Academy. He wondered if this was what those texts meant when they described a mental breakdown.

"I'm such an _idiot_!" Ben announced gleefully. He wiped at the tears, but they didn't stop. Likely, he didn't have any control over them and the thought felt like something sharp was twisting deep into Rook's chest. "None of it was my fault and I'm still going to get the blame for it! And you all don't even take me seriously! You think I'm overreacting! It doesn't matter what I do or say, everyone is just going to keep lying to me like I'm too stupid to notice! I look like a goddamn moron and I just keep making it _worse_!" His grin looked big enough to split his face but, as his eyes dragged over the room and soaked in every look of shock and disgust staring back at him, all Ben did was laugh harder.

No one said anything. Rook watched with a mixture of concern and fascination as Ben's laughter trailed off into near-silent wheezing. He realized a minute later that it was because Ben wasn't breathing and didn't have the oxygen to laugh. He considered stepping in to try and calm his friend down, but Ben quickly exhausted himself.

Bending over with his hands on his knees, Ben caught his breath. "I've got be… the biggest screw-up this side of the Milky Way," he muttered. The tears still hadn't stopped. Ben didn't sniffle or sob but he didn't try to stop them, either. It was as though he no longer cared.

That was the last push that Rook needed. He quickly stepped back, moving around the table to get onto the same side as Ben. A hug would probably be too much, but a hand on the shoulder was at least a start. Rook reached out one hand. "Ben—" He started as he got close. He never finished.

A resounding crack filled the room. For a moment, Rook didn't feel the pain. He blinked, wondering why he was suddenly staring at the wall. Everything registered slowly: Ben's hard breathing, his Omnitrix hand still poised in midair, the flash of satisfaction in his eyes when Rook reached up to touch his cheek and winced.

It would have been better if Ben had punched him. If he had turned into Humungasaur or Four Arms and slammed Rook through the wall. That was familiar. He had experience with that sort of anger from Ben. But he had never witnessed his partner's emotions flare so violently. Rook had never seen such raw _hurt _on his face.

"Don't touch me," Ben said after a long pause, slowly lowering his hand. "Don't talk to me. I don't want to look at you, Rook. And in case it wasn't already clear, we're _not _partners. Not anymore. Not ever again." And maybe Rook was imagining it, but he could have sworn that Ben's voice hitched as a different sort of devastation crossed his face.

But then any sort of openness was gone. His expression hardened and Ben turned and left. No one stopped him as he fled the room, slamming the door behind him.

Somehow, Rook found the will to speak. It took him a moment, but once his voice came back to him, he turned to Patience. "Why?" He asked quietly. "Why would you want to instigate something like that?"

She didn't smile — not quite — but there was a distinct upturn of her lips that made Rook furious and disgusted all over again. "Anger is passionate," she said simply. "Ben will be a better fighter if he has something intense spurring him onward. And besides, I thought that you were against lying. I figured that you would thank me, Blonko." She turned before Rook could work through the pros and cons of punching a person made of peranite, clapping her hands together as she turned to everyone else still sitting awkwardly in the room. "Tomorrow, I will have a select few of you come back here to be briefed on the mission plan for attacking Argyle's shipment meetup. With any luck, this will all finally be over in a few days. Dismissed."

Patience left the room with a skip in her step. Slowly, others filed out after her, but the atmosphere hanging over Rook's head didn't lessen. A part of him still hadn't processed what had happened. Ben was probably all too familiar with it, though.

He made a stupid mistake and he had paid for it. For the first time since leaving his homeworld all of those years ago, Rook had no idea what to do.

* * *

**A/N: It's always been a personal headcanon of mine that Rook was trained specially to be Ben's partner. The guy is just _too_ good, considering that he came from a farming planet. And that bit about Rook keeping an eye on Ben and subtly trying to manipulate him... Things like that can cut deep. **

**Chapter Fourteen: **_**Read Between the Lines**_


	15. Read Between the Lines

**A/N: ****I'm working on chapter twenty-three as of posting this. Tentatively, I'm going to say that we won't get to forty chapters but it's up in the air right now.**

**School is gearing up to start again and I've got a surgery lined up this month, among the other appointments I scheduled all within a week of each other — so, don't forget to review! It does wonders for my motivation, as well as reminding me that someone besides myself enjoys this fic.**

* * *

_'It's just a gadget,' _Ben thought, running his fingers over the watch face of his deactivated Omnitrix. _'Be the hero.' _

Hero. Easier said than done.

Ben wasn't the type to be open with his feelings. He sometimes got flack for it but, even if he didn't talk to others about his thoughts, he liked to think that he had a pretty good grasp on his emotional state in general. He had struggled with his self-worth around the Omnitrix on and off for years, but Ben thought that he had finally grown comfortable with their entwined roles. There was a reason that Azmuth designed the final version to only work for Ben. Like he said, for all of the human's faults, he was still the only one worthy to wear it. So Ben liked to think that he was more than what the Omnitrix could do.

Then again, it was hard to focus on that when everyone around him seemed to be saying the opposite.

People had been after the Omnitrix since day one, sure, but Ben had never considered that those he trusted would want to control it just as badly as his enemies. The thought left a bad taste in his mouth. Rook hadn't sugar-coated it. He had been manipulated and played like a chess piece, all in the name of keeping him in line and abiding by someone else's standards.

Was the Omnitrix _really _that urgent? Ben could feel his pulse pounding against the watch. The metal was always warm from his body heat and it gave the bizarre illusion that the watch was breathing.

There was a small curl of bitterness in Ben's chest. If he didn't have the Omnitrix, no one would have bothered assigning Rook to be his partner. A Plumber _that_ talented? They probably would have given him a dozen promotions in the time that he had been stuck as Ben's partner. If he was nothing but a normal human, he wouldn't be feeling so betrayed.

It wasn't even that the Plumber higher-ups wanted to control _Ben_ — no, they wanted to assure that the _Omnitrix_ would do what they wanted when they wanted it. He was well-aware of his title as the "Wielder of the Omnitrix," but Ben had never felt so irrelevant: like he had been reduced to a mere object.

He pushed himself off of the bed, letting out a heavy sigh. Ben had locked himself in the room that he shared with Rook hours ago and hadn't moved from the bed since. He didn't want to leave the isolation of the room, but he wasn't stupid enough to think that Rook wouldn't want back in once it got late. And after what had happened, Ben refused to even consider sharing a room with Rook. He could barely think about his ex-partner without his anger flaring up all over again, despite the fact that he had stewed in his unpleasant thoughts for hours already.

There was just one person that Ben felt like talking to. Well, maybe not talking, but at least he didn't hate being around her at the moment. He didn't want to see Rook, or Tetrax, or Patience, so that really only left him one option.

Had he not been in such an awful mood, Ben might have laughed at the look on Conway's face when the human plopped down, without hesitation, at the table where he and his sister were enjoying their non-poisoned rations. The cafeteria area was the exact opposite of the solitary that Ben wanted, but he figured that it was the best place to find Sybil and he had been right.

"What do you think you're doing?" Conway snapped impatiently. His glare lacked its usual bite and Ben hated him even more for the faint, barely-there spark of pity in his eyes.

"Sitting," came Ben's sarcastic retort. Any sympathy that Conway might have had vanished but there was no comfort in it. Ben wasn't in the mood to apologize or try playing nice. Not that it would have gotten him anywhere.

Unlike her brother, Sybil was much calmer. Her smile was sweet, if not a little creepy. "I had a feeling that you would want some company eventually, Ben." She slid her glass of water across the table towards him with a nod of encouragement.

Ordinarily, Ben would have refused, but he couldn't deny that he was thirsty. His stomach was too knotted up to keep any food down, so he settled for grabbing the glass and downing all of its contents in desperate gulps. It took Ben a moment to remember how to breathe once he was done, having almost choked on water several times, but his throat felt better. The headache that had been building behind his eyes seemed to ease.

"You have disgusting table manners," Conway remarked with a sneer, gesturing to the water staining the collar of Ben's shirt and spilled onto the tabletop in front of him.

To his surprise, all Ben did was fold his arms over the table (ignoring the cool water against into his bare arms) and lay his head down peacefully. "Keep complaining," he sighed. "It's still way more polite than anything I'm thinking right now."

Frustratingly, Conway said nothing after that. Ben didn't lift his head, but he felt the air shift as Sybil picked up the glass. He imagined her absorbing it into her body and the mental image was strangely calming. Diamondhead had always been one of Ben's personal favorite aliens. Not only was he powerful and with a unique set of powers to boot, but there was a sort of instinctive confidence that came with being a Petrosapien. It had kept Ben level-headed in the heat of battle many times. He imagined that sort of calm — the steady thrum of energy in his core that remained consistent when a human heart would have been racing.

Suddenly, Ben felt so exhausted. He hated feeling frustrated and alone and betrayed. The emotions made him feel dirty and uncomfortable in his own skin. He closed his eyes. Back in the safety of his room, he hadn't allowed himself to cry. But there was something about being surrounded by happy people, their chattering becoming grey noise, that made Ben acutely aware of how empty the seat next to him was. It should have been occupied by Rook, or even Gwen or Kevin, but…

A loud groan interrupted Ben's thoughts. He opened his eyes, blinking hard. Not that he was tearing up at all. That would be ridiculous. He tilted his head enough to barely peek at Conway through his bangs.

"Please tell me that you're not going to cry," the Petrosapien said with distaste in his voice. "Pull yourself together. Why are you being so pathetic over this?"

Ben was too tired to bother with a witty response. He wanted to sleep. He wanted to punch something — _hard_.

There was a scowl on Sybil's face as she swatted Conway in the arm. "Don't be rude," she lectured. "Ben didn't come sit with us to cry. He's been through a lot today. Have a little sympathy, Conway." When he said nothing in reply, Sybil turned to Ben. "Are you sure that you wouldn't rather talk to Rook?" She suggested. "You should make up. It would be a shame to let a partnership like that go."

It took a huge amount of effort to bite back a shout of the word, _"no." _The idea wasn't appealing in the slightest but, seeing how earnest Sybil looked, Ben swallowed his protest and rolled his eyes instead. "I dunno. Maybe some other time, when it's not so… soon," he said with a faint grimace.

"Uh-huh." Conway arched an eyebrow. "And you couldn't wait this out on your own?"

The truthful answer was, no, Ben really couldn't. He felt awkward and uncomfortable doing this around people he barely knew, but the thought of being alone was even worse. Ben was accustomed to people backing him up and practically shadowing him, as much as he hated to admit it. Between enemies and allies and even the paparazzi and fans back on Earth, Ben was incapable of being by himself. The deafening silence of his room had made it impossible to ignore his thoughts.

But instead of saying any of that out loud, what Ben settled for was, "You guys are the only ones who haven't lied to me." He avoided eye contact, fixated on the view over Sybil's shoulder as he continued. "I mean, I know that you don't like me, Conway, but at least you're honest about it. You haven't lied about being a huge fan or wanting to be friends or anything. I can appreciate that, even though it probably sounds pretty stupid, doesn't it?"

Conway snorted. "That's putting it lightly—" he started, only for Sybil to cut him off with a sharp jab in the side from her elbow. And given that her elbow was sharp enough to cut steel like it was paper, it probably hurt.

"I think that it's perfectly understandable," Sybil announced with a smile. "You can stay around as long as you need. Right, Conway?"

Grumbling as he rubbed his sore side, the Petrosapien nodded. He shot Ben a begrudging look but, glancing over at his sister's grin, he relaxed. "Fine," he agreed bitterly. "Just don't give me a reason to regret it, Tennyson."

Somehow, Ben found it in himself to smile. His eyes were stinging but he stubbornly forced it away. "You'll barely even notice that I'm here," he promised.

It was already evening by then and, as it turned out, Conway and Sybil didn't do much after the Petrosapien equivalent of dinner. They went to the training room to have some time on the weights, which Ben sat on the side for. He didn't mind being left out or anything. Actually, it was kind of nice. They bickered a lot in the friendly way that siblings did and it made Ben bite back a smile.

Memories of being ten years old and terrorizing Gwen flashed through his mind. Those were the days. No pressure, no expectations, no change. Thinking back to it made Ben's chest ache. Sometimes, he wished that he could relive those days. There was so much that he would do differently.

Thankfully, neither Tetrax nor Rook ended up in the training room. Ben was glad to avoid them for as long as possible. After the way he freaked out during that conference, he was surprised that he could still even face Conway without going red in mortification.

Once night came around, Ben was forced to confront the problem of where he was going to sleep. As angry as he was with Rook, he didn't want to force the guy out of their shared room. But he also wasn't about to _share _that room, and if Ben had to look at Rook at all, he was probably going to freak out again.

"You can sleep in our room," Sybil suggested, even though Ben hadn't asked for her help or even expressed that this was a problem. "We have space, don't worry. It's not an issue."

Despite her reassurances, Conway looked like it was very much an issue. Still, he said nothing, letting his sister lead Ben to their room while she chattered on aimlessly about anything and everything. Even with all of the glares and threatening gestures that Conway kept giving him, Ben quickly decided that he would rather risk being murdered in his sleep than speak to Rook, so he had no hesitation whatsoever in following Sybil.

She was kind enough to make Ben a bed to sleep on. Of course, it was really just a peranite slab the same size and shape as all of the other beds in the compound, but Ben didn't care one way or the other. He was too tired to miss the pillow and blanket that he had left in his room and fell down onto the slab before Conway could start up his complaining again.

He twisted over onto his side to look at Sybil. "Thanks," Ben muttered, already closing his eyes.

Whatever her response was, Ben never heard it. He folded his arms under his head as a makeshift pillow and was asleep long before her words registered. Maybe the universe felt like being nice because Ben's sleep was deep and dreamless...

"You may notice that there's only a few of you here," Patience was saying when Ben cracked open his eyes. He was still tired despite sleeping for a solid ten hours. The fact that he hadn't eaten was probably another reason for why he wasn't awake, but Ben couldn't help that he wasn't hungry. Either way, it made it hard to pay attention to Patience's plan. "Even though this mission is hugely important, I'll only need the seven of you and myself to pull it off. Here's what we're looking at." She turned to the holographic projector and Ben forced himself to straighten up a little bit and pay better attention. "Argyle is holding his shipment here, in a large, open cave system. It's a difficult place to defend as well as attack. All four sides are surrounded by thick rock layers, but there is an opening in the top. Presumably, this is for the ship that he's using to make easy comings and goings from orbit. There's a very good chance that he's transferring sick Petrosapiens. To what end, we'll be forcing him to explain once he's captured.

"Sybil, you'll be coming with me. The rest of you have very specific targets. There won't be any Petrosapien guards. The message strongly indicates that Murowa, the Nemuina, is heading this transfer, so any lookouts will likely be other Nemuinas or whoever she had employed. We can't fight Argyle inside of this cave. It's too cramped and there are too many uncertainties in the dark. Our goal is to draw him out, which is where the last of you five come in. Rook," she started, gesturing towards the Revonnahgander (_who Ben refused to look at_), "I want you to enter the cavern through an opening in the top and disable the ship's engine from the outside. After him, Ben, I want you to use your Petrosapien form to get him out the same way and close the top of the cave. This will plunge the area into darkness, which is where I rely on the rest of you."

And she continued outlining the plan to the others, who Ben didn't know the names of and didn't care enough to. He tuned the rest of her explanation out. She said something about "not confronting Argyle" and to "leave him" for herself, but like hell Ben was going to do _that_. He tapped his foot impatiently under the desk, waiting for the second that she finished talking so that he could leave.

Sitting across from the door and, by extension, the other six people on the other half of the table, Ben knew that he would have to be quick if he wanted to avoid talking to any of them. Patience informed them that their mission would be underway in two days, set early in the morning, and Ben went rigid. The second that she did her stupid salute to round the meeting off, the hero was on his feet.

He was at the door when a hand wrapped around his forearm. Ben felt his shoulder joint pop with the force of it, almost tumbling over. It felt great, considering that all of his joints felt sore and tense after the unpleasant sleep he had.

"Ben!" Rook immediately let go, holding his hands up like he wasn't sure if he should be touching the human or not. "I— You are fine? I did not break or dislocate anything?"

It took Ben a moment to figure out what Rook was blathering about. And as soon as he did, the human narrowed his eyes. "Are you _kidding _me?" He snapped. "It's just a stupid joint popping, Rook! If I was actually in pain, I think that you would be able to tell! But you don't trust me with _anything_, do you? I'm not made of glass, I can handle someone pulling on my arm! How _weak _do you think I am?" That was what he had been afraid of — even though Rook looked nothing but apologetic and genuine, Ben couldn't stand seeing him. He let out a groan of frustration. "Leave me alone, Rook. I wasn't kidding yesterday. _Trust me_."

A part of Ben wanted to add, _"fuck off,"_ but he wasn't one for cursing. Besides, those last two words had the exact effect that he wanted. Rook looked stricken. Good. Ben used his satisfaction to smother the guilt and left the room before anyone else could try speaking to him.

The time passed in a slow blur. Which sounded contradictory when Ben thought about it, but that was how it felt. Without Rook and Tetrax around to distract him, Ben wasted most of his time zoning out while Sybil and Conway did their own thing a few feet away. Seconds dragged on and on, agonizingly slow, until Ben blinked and suddenly, two hours had passed with him laying on a bench in the training room and staring at the ceiling, unmoving.

There were bursts of movement and interest, but they were rare. If Ben didn't pour all of his energy into focusing, the world slipped away, growing grey and fuzzy. Eating became mechanical. The only difference between sleeping and being awake was that the latter completely exhausted Ben. He didn't notice when his ankle finally stopped hurting to walk on because _nothing _hurt anymore.

He missed Gwen. A lot. They didn't discuss emotions that often, but Ben felt certain that she would be able to explain this phenomenon. It had to be mental. Ben hated it. He couldn't punch himself until things went back to normal. And he hated to be overdramatic, but it really did feel like something had withered. His chest kept aching and thinking about Rook made his throat close up unpleasantly. But all there was to do was think. Just think and eat and sleep and think some more. Thinking accomplished nothing — Ben chased his subconscious in circles and got nowhere with it. He couldn't even be bothered to be frustrated with himself.

So, despite the outward appearance that Ben had of being unprepared for a fight, he was actually looking forward to that adrenaline rush again. At least it would wake him up. Ben felt like everything that had happened since Rook's betrayal was a dream.

The day of their assault, Ben was the first one to the conference room. Truth be told, he hadn't slept. Not that it seemed to matter much — he was more awake than he had been for a few days, bouncing on the balls of his feet and unable to sit down for longer than a minute at a time.

As was typical for Ben's awful luck, Rook was the second person to arrive. It wasn't that surprising, considering that he was such an early riser, but Ben had to crush the sudden surge of emotion that he felt at the sight of his ex-partner. He had hoped that one or two others would have shown up before Rook to act as a buffer.

There was an uncertain silence when Rook entered the room. He hovered in the doorway, hesitant, and Ben was convinced that he was going to blurt out something about leaving his oven on as an excuse to leave. But as their eyes met, Rook let out the breath that he had been holding and sat down. Ben, standing a few feet away, very pointedly scowled and walked to the other side of the circular table.

His message had gotten across and Rook sighed, but broke eye contact and didn't try to move. Nothing was said between them, which Ben told himself that he was grateful for.

It was less awkward when Tetrax showed up but only because, by then, others were in the room. Including Patience. Ben was comfortable with his anger towards Rook and Tetrax, but he still wasn't sure how to feel about her. Looking back, it was clear that she had done what she did only to mess with their emotions, but by the same token, Rook shouldn't have prattled on about honesty when he _knew perfectly well _what was happening between them behind the scenes. It wasn't like Patience had been the one lying to Ben. Still, a tiny part of him felt upset on Rook's behalf that she forced them through such a public and personal humiliation.

Ben sat next to Sybil unhappily. She asked him nothing about his foul mood and, for that, Ben was grateful.

"Alright, everyone," Patience started, clapping her hands together, and Ben heard absolutely nothing after that.

Not that he was really trying to pay attention. It felt like such a waste of time. He had already spent a few days accomplishing nothing in the stuffy base and he wanted to be fighting and doing what he was actually good at. Bringing Argyle down had to help the situation on Petropia, right?

The plan for the ambush was the same as it was the first time that Patience explained it. Thankfully, she didn't waste their time for nearly as long the second time around.

There were two plain, totally inconspicuous trucks to get their main teams to the location. They weren't armored like Plumber trucks were — as Ben understood it, they were middle-class shipping trucks. Completely unsuspecting. They would take their two groups up to the end of the road, where the rest of the way would be hiked. The idea of using civilian trucks as camouflage was rendered sort of pointless if they were going to drive off-road with them anyway.

The ride was actually not that bad. Ben loathed being stuck in a truck when XLR8 could have been there in a few minutes, but Patience hadn't been interested in that little detail. In the truck with Ben was Rook, Tetrax, Conway, and the two Petrosapiens that he didn't know. Somehow, Rook knew them, because the three of them would occasionally start up a conversation only to have it quickly patter off. No one wanted to talk. Even Conway said nothing when Ben took the spot next to him like they were best buddies.

He knew that they were getting close only when the resistance agent driving them tossed back their communication headsets, same as the last mission. Ben fitted his on, only speaking to provide his codename like everyone else had. He didn't see the point, but at least it gave him something to call the people that he didn't know.

The exciting part came when the truck finally stopped. There was nothing outside, only endless miles of peranite and the end of a perfectly straight road carved into the rock. Patience's truck had already arrived before them. Her group of three wasn't anywhere to be seen, but if they were moving according to plan, then they were already in position.

"Alright. We're all clear on our roles?" Conway looked between them seriously. When the group stayed silent, he gave a curt nod. "Great. Let's head out. I'll see you all back at base. Hopefully, with Argyle in chains."

Conway was feeling hopeful, clearly — even returning Ben's parting smile before taking off on his own. They all started in different directions, but the destination was the same. The idea was to stagger their arrivals. Which was fine, except that it was a two-mile walk and Ben had to do it with Rook.

Patience had to have done that on purpose.

Before they even left the drop-off, Rook opened his mouth. Ben was quick to cut him off. "_No_," he snapped and Rook was quick to shut up. "Not a word unless it's about the mission. I don't want to hear it, Rook."

So the Revonnahgander nodded, respectful as always. And they walked.

It was hard to relax when all Ben could think about was what he wanted to say to Rook. There was so much. At times, Ben wanted to apologize, but then he would stubbornly remind himself that the issue wasn't his fault. Then he would want to slap Rook again or scream at him until he was hoarse, but none of those fantasies made Ben feel any better. He wanted his friend back, but how could he have back something that he might not have really had to begin with?

Despite the clear inner turmoil, Rook stuck to Ben's boundaries and spoke only twice to adjust their direction. Before too long, they were coming close to their target area and Ben managed to swallow his pride long enough to put the gap between them aside and stick close to Rook as they snuck their way through huge peranite formations and closer to the looming cave.

It looked exactly how Patience described it — like a mountain top had collapsed inward. Even without the coordinates that Rook kept checking on his Proto-Tool's screen, it was pretty obvious what they were aiming for. Ben didn't see anything around that indicated anyone was there, allies or otherwise. Then again, they were made of peranite. Still, considering that this was supposedly a huge transfer of prisoners, Ben was surprised not to find anything outside of the cave's main entrance. There were no trucks or Petrosapiens in chains or any Nemuinas overseeing the process. The only sign of activity was the thin wisps of steam leaving the open top of the cave. Something about that didn't sit right with Ben, but he shrugged it off. It was time to focus, not second-guess himself.

Finally, nestled behind two large jutting rocks, Ben and Rook settled down to wait. Pointedly not looking at his ex-partner, Ben touched a hand to the headset he was wearing and flicked the microphone on. "Dr. ET and Stone-Cutter in position," he muttered. "ETA for everyone else?"

There was a brief pause before the radio buzzed to life again. "_Valkyrie in position. Waiting for permission to continue_," said one of the Petrosapiens that Ben didn't know.

"_Ironsides, ready and waiting_," came the other unfamiliar voice.

"_Checking, Fengári is ready_," said Tetrax. Ben had to bite back the urge to reply and strike up a brief conversation. He wanted to ask what Tetrax's codename was supposed to mean, but he held himself back.

Another minute passed before a breathless Conway added, "_Minor setback. Rockslide. Kevlar will be in position in one minute, counting._" The receiver in Ben's ear blurred into static and was quiet again.

Patience was listening, of course, but she wasn't going to waste her time telling them to sit there. Not that Ben needed to be told to do that, of course. He slid down with his back against one of the rocks, letting out a controlled breath while things were still calm. His ankle throbbed. It didn't hurt, exactly, but maybe jogging two miles right after a sprain was starting to heal wasn't the best idea.

To Ben's surprise, Rook knelt down in front of him. He said nothing, like he was told, but reached into one of his packs to pull out a clump of wrapped ice. It was a little bit melted but, when he offered it, Ben took it after a moment of consideration. They held eye contact for a long, tense second until Rook straightened back up and moved away again.

Clinging to his stubbornness, Ben didn't use the ice on his ankle. But he would be lying if he said that it didn't feel good against his heated skin. Rook was always prepared. Ben wondered if the ice had been considered for him, specifically, or if Rook always carried around little things like that. He wasn't about to ask. They only had a few minutes at the most until Patience told them all to move in. Their timing had to be exact.

Finally, after a few drawn-out minutes where the only sound Ben could hear was his heart pounding, the radio in his ear crackled to life.

"_In positions_," Patience's voice instructed. Immediately, Ben was on his feet, hand going to the Omnitrix. "_Five… four… three… move out!_"

Ben selected Diamondhead on his playlist. "Alright, c'mon. Don't let me down now, Omnitrix…" He pressed down on the core gently, fingers crossed.

He felt his arms widening, thicker than his neck and then bigger still as his spine hardened and shot up. His middle and pointer fingers melded together and grew clumsy and boxy. The skin of his back tore apart and shards of peranite sprouted from the gaps, crystallizing the human skin and muscles and nerves as it went. There was such a familiar comfort in being Diamondhead. As the transformation finished, he let out an audible sigh of relief.

There was no time to enjoy the feeling, though. Rook gestured up towards the top of the mountain with a tilt of the head. Nodding, Diamondhead focused on the ground. He wasn't used to being able to manipulate his environment so completely, but as weird as it felt to be surrounded by peranite, he took control of the rocks beneath their feet and focused his energy on sending them upwards.

The result was like an escalator. Only, it was faster and there were no safety railings and instead of steps, they both stayed stationary on a single chunk of rock that slid up the side of the mountain. So it was nothing like an escalator, really.

Communication between them was silent, the way that missions usually were. At the top, Rook immediately jumped off and sprinted the short distance to the opening in the mountain. He shot an anchor from his Proto-Tool towards Diamondhead, who caught it easily, and dropped down into the blackness without hesitation.

The motion was so smooth that it all happened in just a few seconds. Ordinarily, Ben might have been impressed, but all he could feel in that moment was the sneer on his face. How did he never notice it before? Not every Plumber could move like that. If Ben had read Rook's file before, on his own initiative, the whole confrontation could have been avoided. Would that have changed anything?

It was too dark to see the ground inside over the lip of the cave, but Diamondhead had decent enough night vision that he could make out the top of the ship where the transfer was supposed to be taking place. Funny. He wasn't an expert Plumber technician or anything, but its design wasn't anything like what he had seen Plumbers use before. It wasn't as though the public on Petropia was allowed to have starships, which meant that it probably came from offworld. Most likely, it was Murowa's, which wasn't too surprising. So why did it feel like something was wrong?

He didn't get to sit around there long enough to question it. After what couldn't have been more than a minute or two, the anchor that Diamondhead was holding was tugged on sharply. He took the hint and stepped back, pulling hand over hand at the same time that Rook retracted the length. Whatever had been done to the ship, he knew that it would prevent takeoff. That was Rook's key role in their assault. And Ben was supposed to seal the opening shut. It wouldn't stop Argyle, but it would slow him down. That would be enough.

Once Rook got to the top though, he looked surprised to find his anchor crammed haphazardly between two rocks. "Ben?" He turned, having only enough time to register Diamondhead jumping straight into the hole that he had come up from. "Ben!" Rook shouted, but before he could make any decision about what to do, the hole slammed shut and Diamondhead plummeted down into the darkness.

He skidded off of the starship's roof, no doubt leaving a dent from his landing. It was hard to see where he was going, but the others had done their parts and there was only one obvious exit. Diamondhead could hear someone running. He wondered where the Petrosapiens prisoners were. Inside the starship made the most sense but, right as he turned to cut his way through the ship's hull, he realized something. The ground beneath him was damp. It tickled at a faint memory that he had: Patience's voice, saying something about "flush him out." And wasn't there supposed to be some huge underground stream running along this mountain?

The roar of water was the only warning that Diamondhead got before he was knocked over with the force of it. He choked on a mouthful and quickly remembered that _Petrosapiens need air _and also, that _Petrosapiens can't swim_. His head broke the surface in time to hear the ship being knocked over and ripped apart by the screaming wave. The whole cavern shook as the FTL drive exploded and Diamondhead was swept back under by a virtual wall of superheated water.

The world went black and grey, flashes of light peeking through the murky water as Diamondhead was flung down the path of least resistance — also known as, the exit.

It must have only been a few seconds, but when Diamondhead spilled out of the flooded cave and into broad daylight, his head was pounding and his crystalline lungs were burning. He blinked at the single sun in the cloudless sky, letting out a groan as the Omnitrix beeped and timed out. Damp and a little humiliated, Ben would have been content to lay there for longer, had he not abruptly become aware of a familiar voice talking.

"Six months and, in all this time, you haven't gotten any smarter," Argyle's voice said mockingly. "Honestly. I don't know why I had to tell everyone that you died after our fight. Natural selection should have picked you off decades beforehand."

It hadn't been that long since Ben last spoke to Argyle (A few days? A week? Time blended together underground.) but his voice was like getting dunked in ice water. He shot up into a sitting position, brushing his wet hair out of his eyes to see what was happening.

Argyle, diamond skin shimmering with flecks of water, stood proudly at the edge of the lip of the cliff with his back to the cave's entrance. Below, out of sight from Ben's current angle, Patience shouted back.

"That time I wasted in the hospital gave me plenty of time to brush up on strategy, though! You're the same fool who got seven platoons slaughtered in another planet's civil war! Not that you care who has to die to serve your own ends!" Patience finished her taunt with a grunt and the sound of peranite splitting. A second later, she was in the air, slamming down a few feet in front of Argyle. The force of her impact rocked the ground, leaving a crater where she landed and causing Ben to shudder hard enough that his teeth ached.

Unphased, Argyle merely flicked a shard of peranite off his shoulder and neatly side-stepped the punch that Patience had aimed at his jaw. He tsked, as though disappointed. "You call this a strategy? You served a decade as Head Magister and can't even recognize a trap when you see one?"

Again, as Patience growled and went for a sloppy kick, Argyle ducked and weaved, in between and around her. His hand went to his utility belt, closing around a sphere barely bigger than an orange. He chuckled, a devious look on his face. "Let's see if you've gotten any better at catching, hm?" And he pressed a small button on the top and tossed it towards Patience.

It wasn't a bomb. Ben knew that immediately. Explosions wouldn't kill Petrosapiens the way that they would people. So, what else could...? His eyes went wide. Before there was time to question if it was a good idea or not, Ben was on his feet and sprinting.

He skidded through the water, impulsively reaching out to grab the weapon. Inches from Patience's look of surprise, Ben snatched it out of mid-air and huddled it to his chest just in time for it to explode.

There was less pain than Ben had been expecting. He winced as bits of the casing cut into his hands, but it hadn't dug in very deep. He bit back a pained shout as he drew a sizeable fragment out of his palm and it was only then when Ben noticed that his hands were wet. Not with blood — there was, surprisingly, not a lot of bleeding. His hands were soaked in some yellow-tinted liquid. Ben didn't recognize it at first, eyebrows drawing together in confusion, only for his expression to morph into one of horror as he realized what he was looking at. Ben had seen the substance before, tucked away in little peranite vials at the water filtration factory.

He whirled on Argyle, who only looked taken aback for a moment before his expression drew into a scowl. "Did you try to soak her in Red Sleep venom?" Ben snapped, holding up his cut hands to display the toxin dripping from his fingers. It was a little unnerving to see the poison mingling with bits of his blood. He had to remind himself that it was harmless to humans. Probably.

"Of course I did," Argyle said, looking at Ben like he was an idiot. "What? Did you think that I followed your pathetic breadcrumbs and left that obvious document accessible on my computer just to invite you all to stargaze? I can't believe that I'm wasting time explaining this!" He gave a shout of frustration, picking another bomb and chucking it at Patience.

This time, she was prepared. She kicked it away, only for it to burst over her foot. Luckily, she was wearing protective boots, but she did wince and stumble back. Her head was unprotected and Ben somehow doubted that she would survive if that stuff started eating away at her face.

"Patience!" Sybil's voice came from the bottom of the mountain as she suddenly joined them, launching herself up to the cave entrance far more delicately than her leader had. "Patience! I need to tell you, I saw—" Whatever it was, she never finished. Ben made the mistake of looking away from Argyle and the next thing he saw, Sybil was screaming and dripping with a yellowish toxin that was quickly turning into a thick, red slurry as it pooled into the newly-formed cracks in her skin.

Stunned, no one moved. Sybil sunk to her knees, clutching the left side of her face and shrieking. Then her panic became sobs, then breathless pants, and then she was quiet. Something in Ben's chest went cold.

"_Sybil_!" Conway darted out of the cave at the sound of his sister screaming. If Ben had to guess, Patience had put him in charge of the flood and left him with instructions to stay put once the job was done. And he had — until something more important came up. He ignored Argyle completely, dropping to his knees at his sister's side with a heavy thud. "Sybil, _shit_! Don't sleep, try to focus on the panic, listen to my voice, _fuck—_"

Finally, Patience managed to spur herself into motion. "Pull yourself together!" She shouted at Conway. "Get the damn venom cleaned off, don't sit there crying about it!" As if on cue, she slapped her foot into the ground, growing a peranite wall in front of her to catch the bomb that Argyle sent her way. He must have gotten tired of waiting. Patience barred her teeth at Conway. "_Now_!" She practically screamed.

He managed a nod, hefting Sybil onto her feet and half-dragging, half-carrying her into the cave. All the while, muttering what sounded like prayers under his breath.

"I've had enough of this," Ben said through clenched teeth as Argyle readied another bomb. His hand went to the Omnitrix dial. "It's hero time!" He forced out, ignoring the red stain where Sybil had collapsed as he slammed down on the most powerful device in the universe.

Ben felt his skin tingle and go numb as it separated from the muscle underneath, nerves tearing apart without feeling as his outer body hardened and compacted into a dense shell. His bones dissolved, his newly-formed shell squeezing everything into its new place. He felt his fingers extending into points, holes opening in his palms and tracking a path all the way up his arms and through his chest. When the split-second flash was over, Water Hazard was already in motion. His fist sank into Argyle's jaw with a heavy crack and the Petrosapien was sent sprawling.

If his outer shell had the ability to feel, Water Hazard might have flinched, his fingers no doubt broken. But all he did was hold his hand up and focus on building a high-pressure blast. Water could rip the skin off of humans easily if it had enough force behind it. He wondered what effect it could have on diamond.

But just as Water Hazard released the pressure building in his chest, focusing it outward through his hand, something hard rammed into him and sent him stumbling. His aim was thrown off completely and the jet of water cut a sloppy path through the ground, shattering peranite, yes, but leaving Argyle completely unharmed. "_What was that for?_" He snapped as he whirled on Patience, who was standing stubbornly where he had been the moment before.

"You're disobeying orders, Tennyson!" She said heatedly without looking at him. "I told you days ago, he's _mine_! Stand down!" Patience held her hand towards the mountain and there was a deafening crunch as she ripped a chunk of it away, burying Argyle beneath a verifiable avalanche of peranite.

Water Hazard rushed forward, shoving an enormous chunk out of the way. He started to dig, trying to tunnel his way through the densely packed material, only for Patience to grab him by the shoulder and whirl him around, forcing him to stop.

"What do you think you're doing?" She asked lowly.

Unaffected, the Orishan met her glare head on. "_Trying to save a life. I would be doing a lot better at it if you would back off and let me work_," he replied.

She gave a short, sarcastic laugh. "_Please_. As if someone like him is worth the care. Do you know how many millions he's ruined?"

"_That doesn't make it right for us to do the same thing_," Water Hazard said with a firm shake of the head. As much as he wanted to... But Ben wasn't that sort of hero. After what happened with Kevin, he had promised himself to never go that far again.

Their argument might have continued had they not been interrupted by a shout. "Ben!" Rook called as he rounded the side of the mountain. He didn't look tired in the slightest from scaling his way back down a mountain. "You should not have— _Woah_." That last word slipped out involuntarily as his eyes landed on the impressive pile of peranite. It was so unlike Rook that it almost made the teen hero laugh. Almost.

"_A little late to start questioning my decisions, Rook_," he shot back at his ex-partner without looking away from Patience. To her, he said, "_We can't leave him to die_."

Almost as though proving him wrong, the ground began to shake. Before any of them could think to move, the peranite cracked and caved in, dropping Water Hazard and Patience into a blackened plunge. They hit water, but with the surface coming up to the Orishan's waist, it wasn't exactly a cushion. He was quickly balancing back on his feet, looking back up where they had come from. It was a further fall than initially expected — Rook was peeking his head over the cave in and he was barely bigger than Water Hazard's thumb at the distance.

"You're pretty lucky," Argyle's voice said from the surrounding blackness. It was so dark that Water Hazard couldn't see anything outside of the spotlight created by the hole above him. In the silence following his statement, Water Hazard and Patience pressed back-to-back on impulse, ready for a fight. They held their breaths, hearing only the steady dripping of water on crystal. Then, Argyle continued. "Normally, this cavern is filled to the brim with rushing water. Of course, then you funneled all of that up in an attempt to flush me out. Impressive maneuvering, I'll admit. It doesn't do you any good now though, does it? But it does make an excellent stage for a showdown."

A glint in the shadows caught his attention and, moving on instinct, Water Hazard choked back a shout and shoved Patience out of the way just in time to take a venom bomb to the chest. It exploded with no effect, coating his torso with a yellow tint.

"_What's wrong, Argyle?_" He mocked into the emptiness. "_Can't win on your own merits? Is that why you had to resort to poison? Remind me why I should consider you a threat._"

There wasn't an answer. Patience let out a grunt as she dodged a punch and Water Hazard turned in time to catch a roundhouse kick aimed at his jaw. Taking hold of Argyle's ankle, he flung the Petrosapien to the side, sending him sprawling face-first into the water.

"_Not so tough on even ground, huh?_" Water Hazard remarked. Had he had facial muscles, he would have smirked.

The sense of victory was quickly washed away when Argyle suddenly chuckled. He pushed himself up into a standing position, holding up the belt of toxic grenades he had been wearing up until that point. One of them was punctured and dripping. He let them see it before dropping the entire belt into the water, crushing it underfoot. Argyle pressed a button near his neck and a clear helmet slid protectively over his head. The rest of his body was sealed behind a suit of flexible armor. "I hope your suit is watertight, Patience," he said with a grin as the poison swirled up his armored leg to no effect. "Poison tends to… _spread_."

Based on the look on Patience's face, her armor was certainly _not _watertight. She backpedaled quickly, swallowing a shout of alarm. Quickly, a slab of peranite shot out of the water beneath her, holding her body safely above the surface.

"_Just go!_" Water Hazard shouted, pointing to the gap in the top. It looked like Rook was trying to lower down to their level, but it was hard when the Proto-Tool wasn't sharp enough to dig into peranite and there was nothing steady enough to hold the other end of his tool. "_You can lift yourself out of here! I'll handle Argyle._"

It wasn't even an option for her. Patience narrowed her eyes as if to challenge him. Then, purposefully, she ripped a chunk of peranite from her platform and sent it flying at Argyle.

He held his hands up, crushing the rock in mid-air. Little fragments of peranite bounced off of him harmlessly and he grinned. "Always so illogical. That was always your problem, you know. So emotion-driven and not enough patience. How _ironic_." He crushed the platform that she was standing on with a sharp twist of the wrist.

Letting out a furious growl, Patience jumped to another one she formed, skipping over the tainted surface of the water as quickly as he could destroy her safe areas. Frustrated, Water Hazard decided to finally use his environment to his advantage. He turned his focus to the water he was standing on and pushed his control further.

The smug look on Argyle's face was replaced with one of confusion as the water around him pulled away. "What the—?" He turned away from Patience to look at Water Hazard, flabbergasted.

Surrounding himself, the Orishan had made a thick, protective layer of dense water. The rest whipped around him, flailing like tentacles as he pulled every last bit of moisture in the area into his nexus. He had no idea how many water whips he'd managed to form — they started to blur together after fifteen.

Whatever element of surprise Water Hazard might have had, it was rendered meaningless when all Argyle did was bare his teeth and stand his ground. "You don't scare me, Tennyson! You're all power, with no sense of control or maturity. You're a joke." His gaze darted up. Somehow, even though Water Hazard had at least six hearts, they all managed to skip a beat as he realized what was about to happen.

"_No!_" He lashed out with his water whips, knocking Argyle onto his back and swiping him right off of his feet. Even when he hit the ground, obviously dazed, all Argyle did was roll away from other hit and raise his hand upward. It closed into a fist and, as he pulled down, there was the unmistakable rumble of rock above his head.

And at that moment, all Ben could think about was Rook. He saw Argyle making his escape, Patience going after him, and his ex-partner plummeting towards the ground with nothing to soften the landing beside chunks of peranite. So Water Hazard clenched his jaw and made his decision.

His water tentacles shot out, expanding his shield to attempt softening the smaller chunks as he drew Patience close with one and caught Rook with the other. Neither of them was very cooperative — flailing and panicking for completely different reasons — but Water Hazard shot one last look towards the spot where Argyle had disappeared and forcefully funneled the water _down_.

The three of them burst through the caved-in hole and back to the surface with a jaw-dropping explosion of water. Sticking the landing was going to be a little more difficult. Just as Water Hazard angled them away from the torn open ground, the Omnitrix began to beep. He didn't even have time to mutter a curse before a green light washed over him and, suddenly, Ben was plummeting like a rock. A scream built in his throat but it never made itself known.

The landing jarred him and he tasted blood as he bit painfully into his tongue. His eyes were closed. He should have hit the ground, but the wind was still whipping around him and Ben was still falling. He managed to pry his eyes open, swallowing a shout as the peranite slide that had caught him twisted and turned sharply. His stomach would have dropped if Ben hadn't already left it high above him. Despite the horrible whip-lash, it was still a lot better than hitting the ground with a crunch and a splat. The makeshift slide emptied out at the base of the mountain and Ben skipped like a stone over water, bouncing once, twice, and three times with bone-rattling impact and a painful grunt each time. When he finally came to a stop, all Ben could do was roll onto his back and stare up at the sky. He was so dizzy that it really did feel like his head was spinning and his eyes were rolling in his sockets. That was going to hurt in the morning.

A figure loomed above him. Ben was barely able to identify the person as Tetrax and he was too exhausted to remember to be angry.

"Sorry for the rough landing," Tetrax sighed, offering to help Ben up. Everything was still in triples, so it took him a few tries, but the human eventually managed to grab Tetrax's hand. He was hefted easily into his feet, having to hold onto the Petrosapien to get his balance back. "I would have caught you, but I'm as hard as the ground and at the velocity you were falling, catching you probably would have snapped your spine. This was the better option, believe me."

Miraculously, Ben did. Once he trusted himself enough to stand, he pushed away, looking around. Two other peranite slides sprouted from the ground, all some distance apart. Patience would probably be fine, but Ben felt the aching all over his body and felt a surge of pity for Rook. Or, he did until he remembered the Revonnahgander's durable armor as well as the fact that he was supposed to be mad.

Next to him, Tetrax shook his head. "I should have been there. I wasn't expecting Patience's little flood stunt to cause a cave-in. Getting out of that rubble without causing another collapse was a hassle to be sure, but I got here in time to see you all falling." He paused, looking around. "Where are the others?"

Ben shrugged, staring fixedly at a spot far in the distance. "Dunno. Around, probably." He almost reached for his headset, but between the alien transformations and that jarring fall, it was long gone.

"I see." Tetrax frowned. "And Argyle?"

The fight flashed through Ben's mind. He was soaked and bruised and his mouth tasted like copper. Reaching to his chest, Ben grimaced as he felt the tenderness around his ribs. _The whole thing had been a complete waste of time. _"He got away," the hero remarked flatly. "All thanks to Patience."

* * *

**A/N: O****h boy, what a long chapter! My longest one yet, actually. We had a lot going on this time. Hope you guys are ready for the end of Act Two, because we're really gearing up for some important shit. Who's ready to see Ben and Rook make up? **

**Chapter Fifteen: **_**Point of No Return**_


	16. Point of No Return

After Ben saved his life during their last mission, only two days ago, Rook had foolishly thought that he had finally been forgiven and his friend wanted to talk. It had seemed like a good sign to see Ben talking to Tetrax, brief and stilted though their conversation was, but Rook hadn't had the same progression. Same as before, Ben refused to look at him or speak to him. He should have known that a heroic act didn't mean anything special — Ben had risked his life for less and saving people was his natural instinct.

He had never thought that he would be thinking of the hero bittersweetly, but as often as Rook had thought less of Ben for being "naive" in the past, that quality suddenly made his heart twist. At the end of the day, through all of the mistakes and insensitivities, Ben was a kind person. Rook felt dirty for wanting to take advantage of that.

So he had returned to the base with the rest of the unhappy group without another glance in Ben's direction: damp and sore and still missing his best friend.

Only two of those things had changed in the last few days. Rook was dry and his body was no longer aching but it was as though no matter what he did, his thoughts were stuck on his ex-partner. It was why he had dragged himself out into the base's cafeteria, not that the change of scenery had done anything. He watched the Petrosapiens buzzing around, eating and conversing without a care in the world, and wished that he could feel so relaxed. How did all of them keep from thinking about Ben? His gaze flickered upward as a shadow fell over his table but didn't bother sitting up.

"The mission was that bad, huh?" Xo'onotlite asked in a teasing voice as she came to stand next to Rook. He had to crane his neck to look up at her, but only because he had laid over the surface of one of the many tables in the near-empty cafeteria.

The only reason that Rook wasn't sulking in his room was that he didn't want to be reminded of Ben. Humans had a very distinctive scent and it clung to the half of the bedroom that his ex-partner had claimed as his own. It literally made it impossible to breathe without thinking about Ben and Rook could do without that. He hadn't even noticed the smell until his friend had left and that upset him more than it had any right to. So often over the course of the last year, Rook had wished for some semblance of calm or quiet. Now that he had it, he couldn't believe how much he missed Ben's loud and obnoxious nature.

"I do not wish to talk about it," Rook replied, turning his head away from her. He liked Xo'onotlite, yes, but he wanted to be alone. He hoped that she would take the hint.

She didn't. Instead, she pulled out the chair across from Rook and dropped down into it without hesitation. "I heard the basics from Cancrie and Boulder, but it seems like neither of them were there for the really interesting stuff. I've been trying to get details for _days_. You sure that you won't talk about it?"

Rook almost refused. He had already started saying "no," when something occurred to him. What else did he have to do? Workouts would only give him more time to think, which he was already doing plenty of where he was. He had already taken apart and thoroughly cleaned the Proto-Tool for the day and he didn't want to wear it down by doing that over and over. Even if forcing himself to focus on something like that was the perfect way to keep his emotions at a distance. He glanced up at Xo'onotlite, seeing her eager expression, and sighed.

"Fine," he gave in, pushing himself up into a proper sitting position. Rook Da would have been appalled to see his son sitting slouched over a surface used for eating. For some reason, the mental image brought a smile to Rook's face. It didn't last long. "It was a disaster. The plan did not work at all. Based on what I gathered by talking to the others, Argyle had expected our arrival and planned for it. I was absent for most of the fight, but he was utilizing Red Sleep venom as a weapon. That is how Sybil ended up with such severe burns."

Xo'onotlite grimaced, shaking her head sympathetically. "I saw that. Nasty. It's amazing that she survived, but whoever handled the injury on the battlefield did a remarkable job. Keeping the poison from dissolving too deeply into the body can be the difference between life and death." She managed a chuckle. "But maybe a scar will end up doing her a favor. Men on Petropia appreciate a woman who's battle-hardened. If not Tetrax, maybe someone else around here will finally ask her for a spar."

They shared a brief laugh at their teammate's expense before Rook continued with his story. "After that, Argyle caved in the ground, dropping himself as well as Patience and Ben into an underground cavern. I am unsure of how their fight went, only that it ended poorly."

He didn't feel the need to tell Xo'onotlite, but the situation hadn't ended there. Ben had argued with Patience all the way back to their transport and kept it going as soon as they arrived back at the base, only for her to lock herself furiously in her private quarters. Rook hadn't seen Ben since, but if he had to guess, the hero had probably ended up in the medical ward — like Conway, watching over Sybil.

"That's interesting," Xo'onotlite remarked. "He just left? After going through all the trouble of dragging you all out there? I wonder what it was he was after."

Confused, Rook frowned. "Is it not obvious? He wanted to kill Patience."

"Well, yes, he probably did," Xo'onotlite agreed, "but if the entire thing was a set-up from the beginning, why didn't he just kill her when she broke into his office to hack his computers? Why bother with the fake transcripts at all?"

And even as Rook went to answer, he realized that he had nothing to add. His jaw clicked shut. It had seemed like such a simple motive to him that Rook hadn't questioned the logic behind it. Xo'onotlite had a point, though. Why? What was so important about luring them somewhere else? Rook racked his brain for an answer but nothing came to him. All he could do was shake his head. "I do not know."

Even though Xo'onotlite seemed perturbed, she waved it off easily enough. "I'm probably over-thinking things," she said with a dismissive shrug. When Rook didn't reply, her expression softened into a smile. "And you have been too, right, Rook? You've been out of it for a few days now. Do you want to talk about what's got you down? I know it's not mission-related."

Uncomfortable, Rook had to resist the urge to look away. "With all respect, I do not want to talk about it," he told her.

"But you know that you should," Xo'onotlite fired right back. "You're a logical guy, Rook. I don't think that you want to be keeping these things bottled up, especially when it's clearly impacting your performance."

Logically, it all made sense when she laid it out like that. But Rook really didn't want to talk. To her, anyway. His number of close friends was few, even back on Revonnah. If he had to talk to anyone about emotional issues, Rook would have liked to talk to Ben or Gwendolyn. But that was part of his problem, wasn't it? He missed Earth. He missed the days wasted on patrols and crinkling his nose at the smell of Ben's latest smoothie combo and stopping bank robberies instead of planet-wide genocide.

Rook didn't know how to express all of that — not to a virtual stranger — so all he said was, "It is mission-related. That is the problem."

In response, Xo'onotlite said absolutely nothing at all. She raised an eyebrow but waited for Rook to continue on his own time. He appreciated it more than she would ever have to know.

"Must I really walk you through it?" Rook sighed. "You were in the room during my fight with Ben. You are perfectly aware of what is wrong."

She smiled faintly. "True. I've been told that I'm a little nosy, though. How about this? You're obviously upset about the fight. So why are you sitting here, complaining to me, when you could be apologizing to your partner?"

"Did you not hear him?" Rook scoffed. "He is not my partner anymore."

Technically, their partnership dissolved as soon as Rook gave up his Plumber badge, but he hadn't considered that to be _actually_ parting ways with Ben. It had been more symbolic than anything. There was nothing metaphorical about being slapped and told to never speak to the other again. Ben was about as subtle as a flying mallet but he wasn't a liar. Their partnership was over. Permanently. That was all there was to it.

"Not the point, Rook." Xo'onotlite sighed. "You _want _to apologize. Why haven't you?"

Had Rook been one for excuses, he might have said something about it being hard to talk to someone who doesn't even want to see you, or about the timing being wrong, or how he was giving Ben space until he made the first move. And those all sounded plausible, but Rook wasn't one for avoiding responsibility. He stared hard at the table, face twisted into a tight frown.

"I do not know how to express such levels of remorse," Rook said finally. "There are human customs for such apologizes, but I do not think that I can find chocolate and flowers on Petropia. He would not understand Revonnah customs so even if I had Amber Ogia, I doubt that baking a pie and carving a symbolic charm from the resin would have much of an effect. And regardless of what I do or say, that will not change the fact that our entire friendship has been built upon a lie. It was an order from my superiors, but that does not mean that Ben did not deserve to know or that I could not have told him anyway. But if I had, would we have even grown to be good partners? Or friends? I cannot—"

"Rook." Xo'onotlite reached across the table, resting her hand over his with an affectionate pat. Immediately, Rook snapped his jaw shut. "Instead of trying to follow customs or getting him gifts, why don't you just say "sorry"? I think that he would appreciate it a lot more than you think."

He was quick to shake his head. "No. The word "sorry" is not nearly strong enough. There is no acceptable alternative in English," Rook explained.

"Really?" Removing her hand, Xo'onotlite frowned. "What's the word in your language?"

It took Rook a moment to answer. He pondered how best to phrase it before finally saying, "The word is _xinteng_. Its literal translation is "heart ache." Specifically, it is the sort of sadness and pain that comes from witnessing and sharing the agony of people you love. I could say that I am "feeling sorry," but there is no English equivalent to the amount of caring and weight behind the original word. But I _am _sorry. More than I ever have been." Rook bit his lip unhappily. He almost didn't continue but the words came before he could stop them. "Ben is my best friend. It is awful to know that I have hurt him so badly. At first, our partnership may have been a ploy, but I was not lying all those years that I idolized his legendary exploits and I was not faking our friendship. He is so important to me and I…" He trailed off, having to gather himself before finishing, "I never told him that."

There was silence for a minute as Rook carefully pulled his stoicism back together and Xo'onotlite tried to formulate a reply. "That… that's a beautiful sentiment, Rook," she said softly. "You should go find Ben. Tell him all of that while it's still fresh in your mind. I get the feeling that he'll appreciate it."

Somehow, even though the gap in his heart felt wider than ever, Rook managed to smile. "Do you truly think that it will make any sort of difference?"

Xo'onotlite didn't hesitate to nod. "I _know _that it will," she said with such conviction that Rook impulsively swallowed down his protests. "Even if he's not ready to forgive, I think that this is the perfect step in the right direction."

Still, Rook hesitated to agree. Talk to Ben? He wasn't very good at expressing emotions openly. It was one thing to elaborate to an unrelated third party, but the thought of Ben hearing that explanation made Rook warm with embarrassment.

But what if Ben never forgave him otherwise? Rook couldn't imagine the silent treatment lasting forever, but even after Ben cooled off, the past wouldn't disappear. They would never be friends again, Rook realized. And if they couldn't be partners, then friendship was all that he had.

Was it worth giving that up to protect his pride?

No. Of course it wasn't — Rook barely had to think about his answer. That wasn't even a real question.

Determined, Rook jumped to his feet. "I need to find Ben."

With a final parting encouragement from Xo'onotlite, he left the cafeteria and went in search of the infirmary. Rook only vaguely remembered its location from the tour Patience had given them on their first day there. It took a few wrong turns, but eventually, Rook found himself in a small hallway.

A few doors led off of it and one wall was lined with benches. Make-shift gurneys and an emergency first-aid kit hung from small hooks. He could tell immediately that the medical ward was underfunded.

Thinking back to the fight, Rook tried to remember if it had seemed like Ben was injured. He hadn't looked in pain on the ride back, but those gashes on his palms had seemed nasty. Those could easily be infected without proper medical care and Rook doubted the abilities of doctors to tend for another species when they couldn't even meet their own people's needs.

He opened the door at the end of the hall, revealing a large, rectangular room lined with peranite slabs. There were thin sheets hung to separate each bed and a small bay in the back for workers to prep for surgery. Most of the beds were empty, but there was a male Petrosapien without a left leg sleeping and a female with half of her face and torso shattered reading something on a tablet. Other than a nurse quietly surveying everyone from the back, the only other people were settled quietly near the front.

As far as burns went, Sybil had ended up with a severe one. Her head and neck were tinted red, with the right side of her face looking cratered. One of her eyes was missing, dissolved to leave behind a smooth socket, and that half of her cheek was gone, exposing a few rows of teeth and giving her face a lop-sided appearance. Despite that, she looked relaxed, laughing at something that Ben had said.

Seated next to the bed, the human looked remarkably fine. It had been a while since Rook had seen Ben smiling and he was glad for that, at least. Patience must have finally followed through on her promise to find Ben proper clothes because he had traded out his iconic t-shirt and cargo pants for a Plumber-issued tank top and shorts that reached a little past his knees. It felt a little weird to see Ben in a different outfit, but it was even stranger to notice the bandages peeking out from underneath the fabric. They encircled Ben's chest, matching the other patches of gauze around his hands and up his forearms. Rook felt a shot of guilt but quickly forced it away.

"So, what does it feel like?" Ben asked, reaching over to hover his fingers above the deep scar carved into her face. He didn't touch it though, waiting for Sybil's reaction with a careful frown.

She hummed thoughtfully, considering it. "Well… It doesn't hurt if that's what you're worried about. There's no feeling at all, actually. I won't be able to feel the affected areas ever again." A sad smile came to her face.

Quickly, Ben dropped his hand. "Sorry! I just—" He shifted uncomfortably for a moment, then said, "Whenever I'm Diamondhead, I'm always really aware of my body and how easy it is to will my skin to change. It feels like a sixth sense, easier than breathing, and I… I can't imagine how it must feel to not have that connection," he said quietly, looking down at his hands clenched in his lap.

As Sybil went to reply, her gaze darted up, locking on Rook's. He stiffened, starting to back up, but she wasn't upset to be interrupted. Actually, she seemed relieved, smiling and waving him over. "Hello, Rook," she greeted with a chipper voice. "No need to stand there by the door. You're welcome to join us."

If the look on Ben's face was any indication, then he very much disagreed. "Actually—" He started, getting to his feet, "I think that I should go find Tetrax, make sure that he's fine, too."

Before he got very far, Sybil had grabbed him by the forearm, pointedly but gently pulling Ben right back down into his seat. He sent a glare in her direction that she ignored, gesturing with a tilt of her head towards the seat closest to Ben. "Rook, I insist."

The awkwardness in the air made it difficult to find his voice. Still, Rook started forward. He bypassed the chair entirely to stand right in front of Ben. "I need to talk to you," he managed. He had never seen Ben glare like that before — like he could pin a butterfly to a corkboard with a single look alone. Clearing his throat, Rook found the will to add, "In private."

Stubborn as always, Ben shook his head and folded his arms across his chest. He sat back in his chair, sinking down as though to reiterate that he wasn't going to move. "No. If you can say it in front of me, you can say it in front of her." He jerked his head towards Sybil.

Why did he always have to make things difficult? Rook fought the urge to frown. "Ben—" He started, but he never finished.

Sybil was suddenly on her feet, startling them both. "I just remembered that I need a follow up with the doctor to make sure that my wound doesn't have any residue of the venom still. I'll be back soon. Feel free to wait here, Ben." She shot Rook an encouraging smile before turning to leave them to their own devices.

For a moment, all Ben did was stare after her, flabbergasted. After a moment, he snapped his jaw shut and sat up a little straighter, but he still refused to look at Rook.

There was a solid minute where neither of them moved. Rook had been hoping that Ben would say something — _anything_ — to lessen the tension, but it soon became clear that that was little more than a fantasy. He bit back a sigh and sank into the chair next to the hero. He ignored how Ben subtly shifted away.

The silence between them was unbearable. Rook grappled for anything to say. It didn't have to be an apology or heartfelt, so long as it gave them something to talk about. "You finally managed to get new clothing," he said and immediately regretted it. The only positive thing that came from his statement was that Ben was so caught off guard that he instinctively looked at Rook, one eyebrow raised in disbelief. "Awkward" didn't even begin to describe it.

But maybe Ben didn't feel like sulking because all he did was roll his eyes and look away again. "Yeah. Only because my other clothes got covered in venom when the grenade I caught blew up on me. Patience didn't want me walking around a base full of Petrosapiens covered in toxins, I guess. She made me take about ten showers with near-boiling water before letting me even be here."

Rook was a little surprised to hear that — not the part about Patience making him get clean, but the mention of a grenade. He hadn't been there to see Ben get hit with one, but he had heard that Argyle was weaponizing Red Sleep poison. It made sense, in a sad sort of way. Of course Ben would be the type to catch a grenade for someone he didn't even like.

He smiled faintly. "At least the shirt she gave you is green," Rook remarked. It was an ugly, brown-ish shade of moss, but green nonetheless. The comment made Ben smile. Even if it only lasted a second before the human forced it away, Rook considered that progress. "You mentioned a grenade. Is that why your hands and chest are bandaged?"

"Hm?" Ben blinked, looking down at his torso as though he hadn't noticed the bandages. "Oh, yeah. I guess. My hands got stuck with some bits of plastic when the grenade blew up, so they had to pick out some of the smaller pieces and wrap them." He shifted to face Rook a little bit better, holding his hands palm-forward. When he flexed his fingers, there wasn't any sign of pain on his face. "They're a little stiff, but I'm kinda used to that. With my left hand, anyway." He put his hand over the Omnitrix almost self-consciously, frowning at the ground for a moment before continuing. "And the bomb stuck some really small pieces in my chest that I didn't notice because of the fight. There wasn't a lot of bleeding or anything, though. The biggest thing is that I bruised my ribs when I cam down Tetrax's slide. You remember that, right?"

The memory made Rook grimace but he nodded. "Yes. My armor prevented any serious injuries, but the landing was rather… rough." It had left Rook more than a little sore, but at least he hadn't ended up needing medical attention like Ben.

"Yeah. Better than hitting the ground, though." He prodded gently over his ribs, wincing when he pressed too hard on a tender area. "There's not really much they can do about it. Petrosapiens don't use pain-killers that would work on a human so they just gave me a bunch of ice and told me not to run a marathon any time soon."

"Rest is the best thing for that, assuming that your ribs are not fractured or broken," Rook agreed. It probably was only a bruise — otherwise, all stubbornness aside, Ben would be in a lot more pain and have difficulty breathing. His gaze darted from the human's chest to his eyes and Rook's expression softened when Ben turned away. "I do not expect that you will be resting any time soon, though."

Ben shook his head. "No. There's too much I've got to do. Argyle's still out there, probably hurting people. I still don't know what his goal is or why he's doing this. Or how that Pesky Dust fits in to all of this." He muttered something under his breath unhappily.

"Nemuina, Ben," corrected Rook. "And her name is Murowa."

"Whatever." He waved dismissively, getting to his feet. At first, Rook was worried that Ben was going to leave, but all he did was stand there with an intense look of frustration on his face. "Call her whatever you want, but I'm still going to take her down. Her and Argyle both. They're going to pay."

There wasn't anything that Rook could say to that. He agreed, obviously. They would both be brought to justice, one way or the other. But he wasn't sure which way Ben was thinking of pursuing and that left him uneasy.

"I've been thinking," Ben spoke up suddenly. Confused, Rook looked up at him, but the hero stood with his back to his ex-partner and didn't turn around. "A lot of things make sense now that I know about why you're my partner. I mean, the Omnitrix is the most powerful device in the universe and the Plumbers give me a patrol on Earth, in my dead-end home town. There's a literal genocide happening on this planet and we didn't even know until we accidentally stumbled into it." Here, Ben did turn to look at Rook. There was an intensity in his eyes that so rarely showed itself and Rook found himself pinned, holding his breath. "What do we even do on Earth? Stop thieves and people who just blow things up? Normal Plumbers can do that stuff. The galaxy is probably filled with dictators and conquerors like the Incurseans. There are entire worlds and societies being wiped out right now. Probably slave rings and massacres and terrorism." He stepped closer to Rook — so close that he could count Ben's eyelashes and the cool severity in his stare had turned to raw, burning passion. "When I first put the Omnitrix back on when I was fifteen, I had to stop the Highbreed from committing genocide on a lot of different planets. They went sterile from inbreeding and I fixed them. I saved I don't even know how many people, including the Highbreed race, and now all I'm allowed to do is troll around Undertown and manage Bellwood because the Plumbers don't think I'm mature enough for anything more important than that. They don't think I can handle it, Rook." Ben's eyes narrowed in accusation and, suddenly, the Revonnahgander felt very small and very ashamed. "I'm right, aren't I?"

It felt like his heart had stopped beating but, somehow, Rook found the strength to nod. "You are right," he admitted. As hard as it was, he maintained eye-contact with Ben. "They think that you are a loose cannon. Too unpredictable. I…" He hesitated but, seeing the look on Ben's face, continued, "I have thought about this before as well. All of the years that I grew up hearing tales of your successes, I let myself believe that they were only legends and adopted the perspective of you that the Plumbers wanted me to have. That you were too reckless and carefree. Since working with you and becoming your friend, I have started to truly understand how much good you do and how you value your morals above all else. And I am so, so sorry for doubting that."

"Don't say that," Ben said abruptly. "Don't apologize."

There was a moment's pause while Rook considered if he had heard that wrong, but when Ben didn't continue, he frowned. "I was under the assumption that one should apologize when they have done something wrong."

That made Ben's expression falter. It was a relief to have that intensity gone and Rook tried not to relax. "Well, yeah, but… Look, when I said that I was doing some thinking, I meant it. A lot of thinking. You didn't really do anything… _wrong_. Don't get this messed up, I'm still mad at you," Ben added before Rook could reply, "but you were just trying to be a good Plumber. That's what you've always wanted to be, right? Ever since you left Revonnah."

Even though there was nothing inherently wrong with what Ben said, it didn't sound right. Still, Rook couldn't exactly deny that. "Yes. That is true." He hesitated. "Where are you going with this, Ben?"

The hero shrugged, smiling bitterly. "You're… a really good Plumber, Rook. Way better at it than I would ever be. You should be on other planets negotiating peace treaties and assigning other guys to do the paperwork while you handle the exciting stuff. I never really knew how to put it into words before now, but… maybe we really shouldn't be partners." Ben looked away, absentmindedly fiddling with the Omnitrix the way that he always did when he was nervous. "When this is all over, you should see if you can reenlist with the Plumbers. And instead of getting stuck on Earth as my partner, you should see what else you can do. You're really just… too great at what you do to be stuck on a level three planet when you could be traveling the galaxy. _And_," he hurried to continue before Rook could remember how to speak, "for what it's worth, I am sorry about your badge. About getting you sucked into all of this. If I hadn't, you could be finished with your report by now and enjoying your promotion to magister instead of cleaning up after my mistakes." He managed a laugh that had no feeling behind it. "I mean, let's be honest, it's not like I was going to get any credit for that. Everyone knows which one of us is the better Plumber."

It was Rook's turn to jump to his feet. Had the chair not been peranite, he might have knocked it over with the suddenness of his actions. He had to resist the urge to grab Ben by the shoulders, hands hovering in the air between them uncertainly. "But you are the better _hero_," he protested. There was something raw in Ben's expression — like he really _didn't _want Rook to continue — but the Revonnahgander took a step forward, dropping his hands, and pressed onward. "Rules and regulation are not all that there is to being a Plumber, Ben. You taught me that, not the Academy. I would not be half of what I am today if I had not become your partner. More importantly, if I had not become your friend."

When he really did reach out, wanting to place a hand on Ben's arm, the human was quick to step back. His hands were held up in surrender, his eyes filled with resentment and desolation. "Don't, Rook," he said firmly, though his tone spoke of something completely different. "This is hard enough already. It's not like I _want _to stop being partners, but I can't—"

Whatever it was that Ben was going to say, Rook would never hear the rest of it. The world shook, ground buckling under Rook's feet, and the next thing he knew, he was sprawled on the ground and Ben had toppled over onto the infirmary bed. The lights flickered and blinked off. There was darkness for a moment until the red emergency lights kicked in, alarms filling the air with a low, wailing screech.

Immediately, Rook was scrambling to his feet, stumbling and just about falling over again. The tremors quickly stopped and, in the heat of the moment, Rook offered Ben his hand and the hero took it and allowed himself to be pulled to his feet. If he recognized what he did, then he gave no inclination of it and Rook said nothing. There were more important things that required their attention. While the medical staff in the ward rushed around trying to get everything situated for emergency protocol, Ben sprinted out into the hallway with Rook right at his heels.

They came out to find Petrosapiens running this way and that — holding weapons and peranite slabs and hyperventilating and letting out battle cries. It was hard to tell what was happening, but through the loud chatter of voices, Rook managed to pick out "Plumbers," and "sneak attack."

He wasn't the only one. Ben stiffened and Rook knew immediately what he was about to say. "We're under attack," he announced, shouting to be heard over the sirens. Somehow, the tone in his voice told Rook that Ben wasn't about to sit the fight out. "You need to find Patience. If Argyle's here, he's probably going after her," Ben told him. "I'm going to pound these guys into the ground. If there's one thing I learned from video games, it's that the boss is a lot easier to take out once you've handled his lackeys."

Before Rook could respond — lecture Ben about relating video games to real fights, trip over a half-baked apology, insist that they not split up — the hero was already turning to leave. There wasn't any real reason that Rook reached after him. He grabbed Ben by the forearm, a million different things that he wanted to say all catching in his throat and making it hard to breathe. The only thing that stayed constant with the illogical, fervent need to not let Ben out of his sight. Everything was wrong and Rook was stricken, concerned over what could happen if he looked away.

But when their eyes locked, all of those fears seemed childish. Ben looked confused and a little scared, but mostly, determined. Telling him to be careful, to not push himself, to let someone else handle the heavy lifting for once… None of those things would mean anything to Ben. None of that was who he was. After a year of being partners, Rook ought to know that well.

He swallowed thickly and, instead of being honest, managed a smile. "We will continue our conversation after this, Ben."

For once, that had been the right thing to say. He tried to fight it for a moment, but then Ben flashed a grin in return. "Just think about what I said, alright? And, good luck."

That time, Rook let him go willingly. He stood there for a moment, watching Ben tear off in the other direction with a hand on the Omnitrix. When he rounded the corner, there was a flash of green light and then he was gone. Rook wondered, for a split-second, if he had made the right decision. He knew that he ought to find Patience and ensure that she was alright, but his conversation with Xo'onotlite flashed to mind. Patience couldn't be the target — but then, what did Argyle want?

He sent one last look in the direction that Ben had gone before Rook turned and took off down the opposite path.

* * *

**A/N: Trivia time! The word "xinteng," that Rook describes is Chinese in origin. Revonnah society draws from Asian cultures for inspiration so the word seemed to fit. His description of it is more or less accurate, with my own creative liberties taken so that it fits the situation more closely. Rook is right about "sorry" being a weak word. Other languages describe these things so much better.**

**Emotions are so hard. I hope this came across how I intended!**

**Chapter Sixteen: **_**Close to the Vest**_


	17. Close to the Vest

Though he had just finished talking to Rook, a part of Ben wanted to turn back. There were still things that he hadn't said: the complex thoughts that he'd spent days trying to work out, the apologies and admonishments... He had to clench his jaw against the urge. There would be time for all of that and more after the base was safe from the invading Plumbers. Ben wasn't entirely sure why they were attacking, but then again, it didn't matter.

There was nothing quite like an adrenaline rush to wash away all of Ben's thoughts. He let the unpleasant churning in his chest be pushed to the wayside, biting back a grin as he activated the Omnitrix. A fight was exactly what he wanted. Petrosapiens were tough, but Ben didn't care what alien he ended up with. He hit the dial without looking at it.

The transformation wasn't as drastic as some others, which was a rarity. Ben felt his skin thicken instead of dissolving, his bones growing and fusing instead of cracking, his insides swelling to fill the sudden empty space as he shot up to over twelve feet tall, his muscles growing harder than cement. The ground thudded underneath him with every step of his massive bulk as, without breaking stride, Four Arms pounded down the hallway.

Just in time too, as the enormous Tetramand followed the sounds of fighting to round into a hall that resembled a warzone. The smooth, boxy hallway was cracked and splintered, peranite shards sticking out and an enormous fissure splitting it in half. Four Arms had no idea how deep it went, but he didn't need to know in order to avoid it.

A Petrosapien in a Plumber uniform dashed toward him, arms elongated to a deadly point, and Four Arms didn't hesitate to grab him. Two arms encircled the attacker's wrists, hefting him off of the ground as his free hands grabbed the Petrosapien's sides and squeezed. There was a resounding _crack_, the man letting out a sharp gasp of pain as his Plumber suit splintered up and down his sides. His peranite skin groaned in protest, but Four Arms wasn't about to test his strength on living people by attempting to rip the man in half. Something instinctive told him that it wouldn't work regardless.

He wasn't strong enough to deal a lot of damage to someone harder than diamond, so Four Arms settled for the next best thing. He sent the Petrosapien swinging into the wall, his head snapping back and hitting solid peranite sharply. There wasn't a sound as he slipped into unconsciousness. Four Arms let him slide to the ground with a grin as he cracked the knuckles on all four hands.

"_Oh, yeah,_" he said to himself. "_Now, _this_, I can work with_."

He had no idea how many Plumbers were attacking them, but it didn't matter. Four Arms grabbed anyone wearing white armor, only taking a second in between punches to be thankful that Arkein wore mismatched and second-hand pieces. He had never fought a Petrosapien as a Tetramand before and the experience was exhilarating.

Maybe it was some part of the Tetramand DNA, but fighting always seemed to feel _better _when he was Four Arms. He relished in getting to test his strength against trained fighters. Even if his knuckles were scraped and bloody from knocking against more than a few sharp edges, Four Arms barely felt the stinging. Maybe it was the adrenaline, maybe it was his tough skin, but most likely, he was enjoying himself too much to care.

He jammed the heel of his palm into one's chin, stunning them and grabbing the Petrosapien to slam him into another. They both fell over each other, landing in a heap. Without missing a beat, Four Arms carried himself forward, slamming his elbow into the back of an attackers neck as they were distracted with pinning someone else. At the same time, he let his momentum carry him through a roundhouse kick, grabbing the first Petrosapien by the head and sending her flying at the same time that his kick landed the male into the wall harshly. All in under ten seconds. Four Arms was only getting started.

He quickly lost count of how many Petrosapiens he took out. Not every single one ended up with a concussion. Four Arms quickly found that a long knee to the groin, throat punch, or ax stomp to the face kept them down long enough for the Petrosapiens on his side to handle them. He was much more interested in getting to the end of the attack. Because the guy in charge was always waiting in the back and Four Arms was eager to introduce Argyle to all four of his fists.

Unfortunately, his luck didn't quite carry him there. He had his two-toed foot over some Petrosapien's throat, pinning her to the ground when that oh-so-familiar beeping came from the Omnitrix. In a flash, five-hundred pounds of solid muscle melded away, and Ben stood with his shoe pushed against the neck of a very annoyed Petrosapien.

He blinked, surprised, then managed a nervous smile. "Uh, time out?" He tried.

The female didn't bother acknowledging that. Her hand shot up, tightening painfully around Ben's skinny ankle. Peranite shards dug into his skin, drawing blood and a sharp cry of pain from his throat. Considering that Ben only weighed about a hundred pounds, she had no problem forcing his foot from her throat. Sitting up, she threw Ben hard to the side, sending him skidding along the floor. He only stopped when he hit a wall, jarring painfully against it.

Ben lifted his head, dazed, and immediately stiffened. Before he could even think to hit the Omnitrix, she was on top of him, grabbing Ben by the collar and yanking him up. Her thumbs pressed in on the sides of his throat, easily holding him still despite his struggling. He wasn't choking, exactly, but Ben made a sound like a wounded animal as she began to crush his Adam's apple. His vision flashed black at the edges and he forced himself to focus. Reaching up, Ben grabbed her by the face, digging his thumbs into the inner corner of her eyes. It made a God-awful squishing noise like he was playing with putty and she howled in agony. She stopped pressing on his throat to slam Ben back against the wall. His skull cracked painfully on the peranite, ears ringing as everything went white. He didn't let up, clenching his jaw and ignoring the liquid dripping onto his face as he dug his thumbs in harder and finally hit the back of her eye socket.

A part of Ben was glad that he couldn't see or hear for those crucial final seconds. He felt blood dripping down the back of his head, matting his hair and making the back of his neck sticky. The weight above him finally pulled away. Ben didn't dare glance at his hands, shaking as he wiped the residue from his face and sat up. The woman had crumpled into a ball on the floor, howling with silent anguish as she pressed her hands to her face in some attempt to fix the damage. The only thing pushing Ben to his feet was the faint hope that Petrosapien healing applied to their eyes, too.

He swallowed bile, wiping his hands off on his shorts and turning away. His hearing came back and her haunting screams echoed in his head. The fight around him was still going on. Ben knew that he ought to activate the Omnitrix again, that he should be helping to hold back the enemy but, suddenly, fighting didn't seem so exciting anymore.

"There you are! Ben!" Sybil grabbed him by his bare wrist, startling the hero so badly that he nearly fell over. He had no idea where she had come from but even if he had been meaning to ask, she didn't give him the chance. "This way. Follow me." And she tugged him away from the fighting and into a smaller, quieter hall.

Even as shaken as Ben was by what he had been forced to do, he stopped. They had a still moment to talk, but only that — a moment. "Sybil, where did you…?" Ben had to stop to catch his breath. He hadn't realized how exhausted he was, sweat trickling down the back of his neck and tinted pink with blood. He wiped it away absently. "Where did you come from? Aren't you supposed to be in the infirmary?" He looked her up in down, taking in her casual clothes and freshly bandaged face. "...Did you come out into this without any armor at all?"

She waved dismissively. "Ben, this is important. I had to find you. It's urgent." Sybil took both of his hands, looking down at his open palms. Her thumbs gently traced over his skin, somehow managing to outline exactly where Ben could still feel that Petrosapien's eyes bubbling over his hands.

Abruptly, he yanked away, feeling an uneasy chill run down his spine. "I don't understand," Ben muttered, looking away from her. Something about the way she was looking at him made him feel exposed.

"You will," Sybil said as if that was supposed to be reassuring in the slightest. She pointed down the hall, away from the fight. "We all have parts to play. You need to go that way. Trust me." The look in her eyes was so severe that Ben almost believed her. When he didn't reply, Sybil gave him a pointed nudge in the shoulder. "Go. The others will be able to handle themselves without you."

Ben hesitated. He looked back over his shoulder, but the hallway had gone quiet. Did that mean that the Plumbers were advancing or that his side was holding their ground? He bit his lip, stuck on his indecisiveness. His gut instinct was to keep fighting, but the look on Sybil's face was making him reconsider.

"...alright," he said finally. "I'll go check out whatever's down this way. You should get back to the infirmary, though." Ben started forward, reaching for the Omnitrix when Sybil abruptly spoke up.

"If it's not too much trouble," she called and Ben slowly turned back to look at her, "I want you to try to forgive Conway. I know it won't be easy, but he means well — even if he doesn't show it."

Forgive Conway? Ben frowned. Hadn't they already made up? Neither of them had apologized for anything, but Ben thought that Conway had finally cooled off on hating him so much. Mostly because Ben had forced himself to be around the brother and sister duo more often, but still. Conway hadn't insulted him for an entire day. That felt like forgiveness to Ben.

"Sure," he agreed anyway, if only to appease her. "Anything else you want to add?"

Sybil smiled faintly. "Just this." She walked up to Ben, surprising him by placing her arms around his neck and giving him a faint squeeze. Quickly, before he could react, she was already pulling back. "I've always been a huge fan," she admitted. "Good luck, Ben 10."

As weird as that was, Ben didn't want to waste time by standing around and talking about it. He gave Sybil a parting wave and darted down the path she had directed him to.

She said that it was important for him to take that path, but that wasn't very helpful and everything else that Sybil told him had been very vague. Ben kept his eyes open for anything out of place, but there was nothing unusual. There must have been a fight down that hall before because it was littered with holes in the walls and gaps in the floor and Ben had to step around more than one collapsed Plumber. The fight must have ended with Arkein winning and those still standing had gone to help out the others. That answered one question, but it didn't tell Ben what he was supposed to be doing. It was just the hallway that led towards the training room.

Suddenly, a Petrosapien swung out from around the corner, leveling his dagger-like arm at Ben's head. He stumbled back, hand going to the Omnitrix. Before he could activate it, the Petrosapien's free hand darted out and grabbed Ben by his right wrist. The sharpness of his arm melded back into fingers and the hand slowly let go of his wrist. With adrenaline pounding through his head, it took Ben a moment to recognize who he was looking at.

"Conway," he sighed with relief, gently massaging his reddened wrist. At that point, he was starting not to notice all of the bruising. "What are you doing all the way out here? I figured that you were the type to be holding down the front lines."

There was an odd set to Conway's face, as though he couldn't quite focus on what was happening in front of him. He blinked, shaking his head with a grimace. "I was," he assured Ben. "I ran into Patience. She wanted me to find you."

"Find _me_?" Ben frowned. That didn't sound right. He wanted to ask if Conway had seen Rook and how he was doing but decided against it. The Revonnahgander could handle himself. He had proven that several times over. "What does she want me for?"

Again, Conway shook his head. "You're misunderstanding me," he said impatiently. "She doesn't _want _you, she wants me to get you somewhere safe. Argyle and his men are here for _you_ this time, Tennyson. We must leave this base before we are completely surrounded."

It almost made Ben laugh. Hadn't they had a conversation similar to this not even a week ago? He could remember Conway, tucked into the shadows of the water treatment facility, telling him to prioritize the mission goal before helping people. They had found themselves at that same crossroads again. Ben wondered if Conway could appreciate the irony.

He scowled. "No way am I leaving. I don't care what Patience says. I need to stay and help fight off the Plumbers. I'm not helping anyone by running away," Ben said firmly.

That got a snort of indignation from Conway. He reached up and flicked Ben on the forehead. His fingers were made of peranite, so it still hurt, but it was noticeably more friendly than it might have been when they first met. It was almost teasing. "Short-sighted, as usual," he said as though lecturing a child. "Your Omnitrix has a signal that they can track, Tennyson. If they're here for you, then leaving can be nothing _but _a positive. They'll follow the signal away from the base. If they wanted anything _here_, they could have tracked us down and attacked us at any point in the months before you got involved. So, are you coming willingly or am I going to drag you?"

Something tickled at the edge of Ben's thoughts. He couldn't help but wonder, how had the Plumbers managed to find this base in the first place? There was no immediate answer. It felt like Conway's story was missing something — as though there was a dead-end where there should have been a neighborhood.

Confused, but not entirely sure why, Ben started to ask about it. Even as he opened his mouth though, Conway had scowled, stepping closer. He made a move as though to grab Ben and only missed by an inch as the human jerked back. "Woah, woah!" Ben held his hands up placatingly. "Look, I'll come willingly. You've got a point. Kind of." He rolled his eyes. "On one condition: we're not running. I want to go around and directly attack Argyle's ship or whatever he's got that's transporting all of these Plumbers."

Even though Conway looked far from pleased, he eventually nodded. "Fine," he agreed unhappily. "You can do what you like. My only orders were to get you out of the base. Follow me. This place has many side entrances. We'll take the one closest to us."

They set off together, peering around corners and inching forward as quietly as they could. It made Ben uncomfortable to be leaving a fight but, he reasoned with himself, it would draw the enemy away and he would be able to fight in a much more open area. Plus, he had a feeling that Conway was serious about forcing him to leave and while Ben could definitely beat him in a fight, he didn't want to ruin their not-so-friendly even ground now that they had finally started to not hate each other so much.

"Wait." Conway stuck his arm out, stopping Ben in the middle of the hall. He closed his eyes, apparently focusing on something, before moving over to the wall. He had to take a few steps to the side but, with a rap of his knuckles, a peranite slab slid out of the frame and down into the ground. Beyond it was a pitch-black set of stairs. "In here." He jerked his head to the side, stepping aside so that Ben could go ahead of him. "This will take us straight up to the surface. If I'm remembering correctly, we should be well-hidden behind an alcove of rocks. From there, we can scout for any nearby Plumber ships."

Ben wasn't too keen on the idea of walking up a flight of stairs without being able to see, but he nodded and stepped forward. Behind him, Conway followed and sealed up the entrance after them. The stairwell was plunged into complete darkness. It probably wasn't any better for Conway — Ben didn't remember Diamondhead ever having night vision, even if he did see at a superhuman level.

They walked up quietly for a few moments. Ben counted to fifteen in his head before saying, "So, can you, like, feel through the ground with your feet? You found that door pretty easily. Doesn't that kind of defeat the purpose of a hidden door?"

He didn't get an immediate answer. At first, Ben thought that Conway was content to ignore him entirely, but then the Petrosapien let out a heavy sigh. "It doesn't quite work like that," he said tensely. "We can sense peranite all around us. You felt that when you used your Petrosapien form during the last mission, didn't you?" Forgetting that Conway couldn't see him, Ben nodded. It didn't matter — he continued without giving the hero any time to respond. "It is more about feeling around you for peranite and focusing on the _empty_ spaces. It isn't something that you would notice unless you were looking for it. Not on a planet made of peranite, anyway. There's already so much calling to you."

"That makes sense," Ben said with a hum. "I don't know, I guess I've never really thought about my powers as Diamondhead like that before. I always just focused on fighting and getting the job done."

Conway chuckled dryly. "_'Diamondhead'_? Is that what you call yourself?" He teased.

It was a good thing that they were surrounded by darkness. Ben felt his face go red with embarrassment. "Yeah, well— I was still a kid when I got the Omnitrix. I didn't know that I was actually turning into aliens so I had to come up with something to call them. The nicknames just kind of stuck." He hesitated. "It… well, I consider it part of the fun."

There was an interested hum from behind Ben. "'Fun'?" Conway repeated. Before Ben could figure out if that was a good thing or not, he was already moving on. "Your nickname, Ben 10… I always assumed that it was a rhyming scheme with your last name. Did you actually get the Omnitrix at such a young age?" He asked.

"Well, yeah," Ben said with a smile at the memory. Funny. Sometimes, he forgot that he was famous across the galaxy and that, naturally, it would come with rumors. He had lived through it all, but very few people knew the whole story. "I was ten-years-old and it literally fell out of the sky. Almost crushed me." He snorted. "I don't know how much ten Earth years is from your perspective, though. Is it a lot?"

"A decade," Conway said helpfully. "And, no, it isn't. It's not a lot at all."

There was a weird tone to his voice. Ben was struggling to place it when he abruptly knocked his forehead against something in front of him. "What—?" He muttered a curse, reaching up. Sure enough, there was a smooth slab of peranite above him, boxing him in like the top of a trap door.

Saying nothing, Conway reached around Ben to touch it. The rock shifted away from them, sliding back to reveal the final few stairs. Ben was temporarily blinded by the sudden flood of light. He blinked hard, squinting, and moved out of the tunnel and into the open air. He hadn't realized how stuffy it was in the stairwell until a cool breeze rolled over him. Maybe it was a little silly, but after living underground for a week, there was something refreshing about wind brushing through his hair.

Faintly amused, Ben brushed his hair out of his eyes and took in his surroundings. As Conway said, they had emptied out into a small, enclosed crater. It was surrounded on all sides by steep peranite walls, jagged points scraping against the painfully blue sky. The day was cloudless, the sun high in the sky and one of Petropia's dual moons hanging barely visible near it. It was a beautiful day, from a technical perspective. Ben closed his eyes briefly, his thoughts going to Earth. He hadn't properly taken a comb to his hair in two weeks. It had been too long since he last saw his parents. Was it weird to miss grass?

Behind him, there was a dull thud as Conway slid the entrance to the tunnel closed. He sighed and, when Ben turned to look at him, was squinting at something in the distance. Whatever he was looking for, Ben didn't interrupt. After a moment, he seemed to be satisfied. Facing Ben, he pulled a small canister from a side pocket and held it out to the hero.

Seeing Ben's confused expression, Conway scoffed. "It's water," he said dryly. "You look exhausted. Mammals need it more than Petrosapiens do, anyway." He gave the canister a pointed shake. "Take it, Tennyson, before I change my mind."

Rolling his eyes, Ben nonetheless reached out and accepted the water gratefully. Luckily, the canister was made of some sort of metal and not peranite. Ben had no trouble getting it open. He _was_ kind of parched. It was nice to have a moment's quiet, though Ben knew it couldn't last. As good as it felt to have some water, he only took a few gulps before handing it back to Conway.

"Thanks," he said. Once again staring into the distance, Conway grunted in acknowledge but said nothing. Ben bit his lip, hesitating. "I mean it, though," he continued before he could change his mind. "Thanks for, uh, helping me out back there. And for letting me hang around you and Sybil when I needed to. Look, I—" Stepping closer to the Petrosapien, Ben stopped right in front of him, trying to look earnest. It was hard when he couldn't read Conway's expression. "I know that I can be a massive jerk sometimes, but I want to apologize for being pretty uncooperative when we first had to work together. I don't dislike you or anything, I just…" Ben rubbed the back of his neck nervously, finally having to look away. "What I'm trying to say is that we got off on the wrong foot. You're a cool guy. You didn't have to help me out and you did anyway, so… thanks." He managed a smile.

"Don't thank me yet," Conway said with a chuckle, relaxing into a grin. He placed a hand on Ben's shoulder, turning him around to point over the edge of their little enclosure. There, something metallic glittered just out of sight. "You see that? It probably belongs to some sort of Plumber ship. It looks like you'll get to end up taking the fight to Argyle directly after all."

Ben didn't bother trying to hold back his eagerness. He raced to the edge of the crater, digging his fingers into gaps between the peranite and letting his feet find the natural groves to rest on. He pulled himself up quickly, soon overlooking the sprawling side of a mountain. At the base, as expected, an enormous rocket was parked. He recognized it as the same model as the ship that had been knocked over by that flood of underground water on their last mission.

Peranite shifted next to him and Conway raised himself to Ben's height with ease. Ordinarily, it might have annoyed the hero, but he was feeling that familiar itch to activate the Omnitrix and wreck someone's day. He grinned. "You know, you can stay back," Ben told Conway seriously. "It's probably going to get intense down there. You don't have to come."

Conway smirked. "And let you have all the fun? You're starting to sound like Tetrax."

That got a laugh from Ben. He hadn't realized how tense he'd been the last few days. The stakes were higher than ever, but he felt good in a way that he hadn't for a while. Confident, almost. "Let's get down there, then," he stated. "Show these guys what the _winning_ side looks like."

He started to lift himself over the ridge, planning to drop himself down and glide to the bottom, only for Conway to grab him by the arm and force him to pause. "One last thing," he said with a serious look on his face. "I'm sorry, too. I've treated you unfairly, Tennys— erm, _Ben_. I think that you're a good guy. I don't even dislike you all that much."

Unsure if he should laugh or be upset, Ben settled for biting back a smile. "That's the nicest thing you've ever said to me."

"Don't get used to it," Conway retorted. He hefted himself up over the ridge, cracking his knuckles with a sound like shattering glass. "Let's do this."

As expected, Conway was much more graceful going down the side than Ben was. Mostly because he could adjust the ground beneath him with little more than a mental push and Ben had to trust that he wouldn't catch on a slightly raised portion of ground and get sent flying. Balanced on the balls of his feet, Ben kept a hand on the side of the mountain behind him to help steady himself as gravity brought him down. Conway reached the bottom long before he did, but was kind enough to wait with only a faintly smug expression until Ben joined him.

It went without saying, but the trip down had left Ben's hand red and drawn several little cuts. Which, of course, Ben was fine with. He shook his hand out once Conway had turned his back. It felt good, in an odd way. Like he was capable without the Omnitrix. And Ben knew that already, yes, but he faintly wondered what Rook would say if he was there.

"Ben?" Conway put a hand out to get his attention. His other went for one of his armored pockets. "There is something else. You see, I—"

Thinking that he was going to offer more water, Ben shook his head, cutting him off. "Hold that thought. We're really close to the ship now. We should take a look." He moved past Conway, crouching low to the ground and pressing close to the side of the mountain. He craned his neck to peer out from around the side, taking in what he was going to end up destroying.

They had come down at an angle from where the ship was landed. It jutted from the ground easily four-hundred feet up, stabbing the sky in a gaudy, eye-catching display of metal and red paint. It looked terrible against the peranite landscape, visible for miles if it weren't for the jagged mountains shielding it.

Despite the fact that Ben wasn't exactly a Plumber engineer, he could tell that something didn't fit. None of the Plumber ships he had ever seen resembled a rocket. He could dimly recall Rook and Kevin having a heated debate about it, actually — Rook insisting that the streamlined and aerodynamic designs were perfect for maximizing speed with as little wasted energy output as possible and Kevin arguing that the cookie-cutter manufacturing standard put the entire Plumber operation at risk, as identical ships meant that they were all prone to the same weaknesses. Most of that talk had been swiftly ignored, but Ben could remember enough to know that the Plumbers would never purchase a rocket. It didn't make any sense, especially for travel on the same planet.

He was buzzing with questions until he noticed the little shapes fluttering around the ship. _'Nemuinas,' _his mind helpfully supplied. That answer should have satisfied him, so why didn't it?

Why did it feel like he was missing something important?

Ben tried to take it step-by-step. The rocket was probably designed by Nemuinas, since they appeared to be maintaining the ship. The only reason that their species _should_ be on Petropia is if they were ordered to be there by Murowa. The thought of her set Ben on edge. He still didn't know what she or Argyle wanted. Was she assisting with the attack on Arkein's base? If that was the case, there had to be something in it for her. Murowa didn't seem like the type to hand out favors. It wasn't as though Murowa had any personal grudge against Patience the way that Argyle did. Of course, Murowa could have simply been helping Argyle out because they were friends and Ben was wrong about her, but why use _her_ ship, specifically? Why were none of the Nemuinas inside the base, helping in the fight? Their powers would have made short work of any opposing force. It didn't make any sense.

Then something clicked. No, it _didn't_ make any sense. _Unless..._

Ben felt his breath hitch as he went rigid. Very carefully, he turned, just enough to look at Conway in the corner of his eye. "Hey," he said casually. "How did you say that Patience knew these attackers were after me, again?"

Next to him, the Petrosapien let out a thoughtful hum. "I didn't."

_...unless it was all a set-up._

For a split-second, neither of them moved. Time seemed to freeze as Ben ran through a thousand different choices in his mind. Run. Shout. Fight. He reached for the Omnitrix at the same time that Conway curled his hand into a fist, stepping forward. His fist sunk into Ben's stomach, knocking the breath out of him in a painful wheeze. A crack to the head sent the human to his knees, his vision swimming and temples aching as blood trickled down the side of his face.

"Don't take it personally," Conway said from above him, reaching for something he had placed into his armor's pocket. "This isn't because I hate you. But I won't pretend that it was a difficult choice."

While he blathered on, Ben was clutching his stomach, trying to force himself to breathe again. Blood had seeped into the corner of his right eye but he didn't bother trying to wipe it away. His fingers squeezed around the Omnitrix's dial, bringing up his playlist. Anything other than himself would be better in a fight. _Anything_. But before Ben could slam down on the core, his was grabbed just below the Omnitrix and hefted off of his feet.

Eye-level with Conway, Ben could see what he had been reaching for. It was a small, purple pouch held together with thin drawstrings. Through the opening, Ben saw a small pile of what appeared to be gold dust.

Whatever it was, it couldn't be good. As Conway lifted it toward his face, Ben grabbed him by the elbow, jamming his thumb into the soft inner crease like Tetrax had taught him to. He felt small bones and a thick tendon that he pinched between his thumb and pointer finger and _squeezed_.

Immediately, Conway's calm expression morphed into one of pain. He let go, yanking his arm back as though burned and let out a sharp, inhuman shout. Ben hit the ground hard, his bruised ribs burning in protest, but he didn't have time to catch his breath.

"Why, you little—!" Conway lurched forward, slamming his fist into the ground where Ben's head had been a second before.

The hero twisted out of the way, trying to scramble to his feet. The ground buckled beneath him, knocking Ben's legs out from under him and sending him sprawling on his stomach. He flipped over just in time for Conway to catch up with him, bringing his foot down onto Ben's Omnitrix wrist. He winced but didn't allow himself to scream. He wouldn't give Conway that satisfaction.

"It was you," Ben hissed with such loathing that it actually made Conway pause. He clawed at the foot blocking him from the Omnitrix, kicking out and squirming, all to no effect. "You led them here, didn't you? _Why_? Why would you doom your own people like this? What about your sister? Tetrax? _Everything you've worked for_?"

They locked eyes for only a moment. Conway smiled bitterly, as if he wanted to say something. There was a split-second where Ben thought that he was going to answer. In the end, all Conway did was lift the pouch he was holding above Ben's head and gently sprinkle a fine dusting over the human.

The flecks tickled Ben's noise and he went cross-eyed trying to look at it. His struggling slowed. He wanted to reach for the Omnitrix, but his hand hit Conway's leg harmlessly and slid down to rest over his chest. No matter how he concentrated, his limbs didn't want to move anymore. Ben frowned. Everything kept moving in and out of focus. It was hard to think clearly. Was Conway always that fuzzy?

His eyelids felt heavy. Everything was in double, then in triples, then it was so blurry that it made his head hurt. Ben fought it at first, but eventually, he couldn't keep his eyes open. He went limp. The last thing that Ben was aware of was Conway's movement as he tucked the pouch away and bent down to throw the human over his shoulder.

And when Ben finally allowed himself to sleep, it was dreamless.

* * *

**A/N: Out of curiosity, how many of you saw this coming? **

**If you have any questions about when or how or why, don't worry! The Intermission will explain all of that. And then, we move into the endgame. **

**Intermission: **_**Set in Stone**_


	18. II: Set in Stone

Straightening back up, Conway rested one hand on the small of Tennyson's back to keep him from toppling off of his shoulder while he walked. He was faintly impressed with how well scoop had worked. He might have even used too much but, then again, the longer the human stayed unconscious, the better.

Without any hesitation or expression, he stepped out from the little nook where they had been hiding with Tennyson settled over his shoulder. The Nemuinas buzzing around the rocket, clearly stationed as a lookout, saw him almost immediately and their fluttering kicked into high gear. By the time Conway got to the ship, their excitement had calmed somewhat and another Nemuina had exited the ship to join them. The newcomer was the most composed of them all, but still the most eager. She was also the only one that Conway recognized. He approached her with no reservations.

"Conway," she trilled in that grating, Nemuinan purr. Even though she was addressing him, her eyes refused to stray from Tennyson for longer than a second. "I must admit, I'm impressed. He wasn't a handful, was he?"

Coming to a stop in front of Murowa, he shook his head. "No. He put up a bit of a fight, but Tennyson isn't much of a threat if he can't reach the Omnitrix." There was a brief spike of guilt in his chest that Conway ignored. He had already come to terms with the decision.

Several Nemuinas fluttered closer, their whispering language rising in volume with impatience. It sounded like nails on glass and the breeze in a powerful storm. It sent shivers down his spine, but Conway only tightened his hold on Ben and sent a warning glare towards the ones trying to inch closer.

"Not yet," he said stiffly. "Where's my payment?"

Murowa smirked. "Right you are. I am a woman of my word. Here, take it." She tossed him a sleek set of keys to a starship. "It will be parked on the direct opposite side of this mountain." For emphasis, she gestured at it. Conway found this more than a little redundant but said nothing. "As promised, there will be a silver credit cube on board so that you'll have universal funds after you leave the planet. And, as an added bonus, you can keep the dust I gave you." She shrugged. "You never know when it might come in handy. Or, I know that it goes for quite a bit on the illegal weapons market."

Nothing that Conway didn't already know. Once he was off of Petropia and could finally contact people without being monitored, he was planning to sell the rest of his scoop off. Nemuina dust had all sorts of street names, but he was only familiar with the one. He had heard that it could cause euphoria, relaxation, drowsiness, amnesia and, in more extreme instances, impair movement, speech, and induce unconsciousness and respiratory collapse. Tennyson was still breathing, so Conway figured that he hadn't overdone it when he'd drugged the human.

Not that it was _his _problem, anyway. He pocketed the keys and hefted the teen off of his shoulder. Immediately, four Nemuinas darted forward to take Tennyson from Conway's hold. They grabbed him by the arms, carrying him into Murowa's ship. It was a bit eerie to watch Tennyson's gangly body being puppeted like that, his head lolling forward with no consciousness to right it.

He looked away, holding a hand out to Murowa begrudgingly. They were both eager to part ways. Conway almost asked if Ben was going to be alright, but thought better of it at the last moment. It didn't matter anymore. "Pleasure doing business with you," he said instead. "You'll be leaving the planet now, won't you?"

"Of course," Murowa replied smoothly. She shook his hand once and let go as quickly as possible. "I meant what I said. All I wanted was Ben Tennyson. I'll be taking my operation off of Petropia. In fact, I'll be leaving this galaxy entirely. People will stop getting sick and disappearing. You and your sister will get to start over, away from all the misfortune of this planet." The grin on her face was nothing short of wicked. "Well-worth the life of one scrawny human. Wouldn't you agree?"

Conway sneered in distaste. If she was trying to piss him off by rubbing it in, then it was working. "Obviously, or else we wouldn't be here."

What a twist of fate their meeting had been. On their last mission, when Sybil was burned by the Red Sleep, all Conway had been able to think about was saving his sister. He had dragged her into the flooded cave, away from the fight, and frantically tried to scrub the poison away with handfuls of dirty water. By then, Sybil had been unconscious. When Murowa showed herself, Conway was the only one who heard her offer. On a better day, he might have stubbornly refused. But with his sister already injured and his last fight with Tennyson still boiling beneath his skin, it hadn't seemed like a bad deal. Not at all. As a matter of fact, he had felt down-right optimistic when he shook her hand and accepted the pouch of scoop that would easily render Tennyson unconscious. The base's location was given to Murowa, a date of attack was set, and their rendezvous was scheduled. It had all happened perfectly according to plan.

"I hope I never see you again," Murowa said sweetly, flashing that same perpetual smile.

Already turning away, Conway let out an indignant huff. "Likewise." And he left.

He took the same path back inside the base that he had used to sneak Tennyson out in the first place. It was a lot quieter on the way back. He wasn't sure if he liked it or not.

By the time Conway dropped the hidden doorway and stepped out of the stairwell, the Plumber assault had stopped. It was only meant as a distraction anyway. Conway took a brief moment to appreciate his luck. That might not have worked if Tennyson and his partner hadn't been in a fight. It was funny how things worked out sometimes.

He wasn't entirely sure where Sybil would be, but the infirmary felt like a safe bet. Conway headed that way, tactfully ignoring the torn apart hallways and the fallen bodies. Many of them were Plumbers, but plenty of them weren't. He wondered, briefly, if that made it worse or better. Was it worth it? He shook his head. The past couldn't be changed. His decision had been made and all he had done was follow through.

In the infirmary Sybil was, unsurprisingly, tending to injured Petrosapiens. The room was normally empty save a few nasty accidents on routine jobs, but when Conway entered, the beds had been pushed back into solid ground and people were lined up wall-to-wall. The air was filled with groans of agony, occasionally pierced by a sharp scream and swift silence. It reeked of sulfur, a sure-fire sign of blood. Conway clenched his jaw, swallowing regret, and stalked towards his sister at the far end of the room.

He stopped in front of her. Before Conway had the chance to speak, Sybil scowled, shaking her head and looking away. She said nothing, but she didn't have to.

"What were you expecting?" Conway snapped. The Petrosapien that Sybil was tending to — a female with a deep chunk taken out of her neck — was in too much pain to pay attention. "You knew that this was inevitable, Sybil. If it wasn't, you would have tried to stop me."

Sybil huffed, as though insulted. Dipping a cloth into antiseptic, she applied it gingerly to the female's wound. There wasn't a reaction beyond a groggy moan and a twitch of discomfort. The clear blood seeping from her wound bubbled and hissed. Conway didn't understand why she was bothering — the woman would be dead by sunrise and they both knew it.

"Just because it's inevitable," his sister said impatiently, "doesn't mean that it's right or that I have to agree with it. You did an awful thing, Conway. Don't try to justify it."

As much as he loved his sister (she was all he had, all he could _truly _rely on), he wasn't about to have _that_ conversation in a room full of people. Conway reached down and grabbed her by the shoulders, pulling Sybil to her feet. Maybe she understood that it wouldn't have rattled his conviction, because she didn't protest.

It was a relief to be out of the infirmary and away from those dying people. The first thing that Conway did was take a deep breath, then he turned to his sister. "You've always been so high-and-mighty, Sybil. Ever since we were kids. If I hadn't done it, you know exactly what would have happened. This is a good opportunity for us. For _you_. We won't need to go back to scraping by in the gutters of Terces." He smiled, trying to be convincing as he held up his hand and displayed the keys Murowa had given him. "We can start over. Is that really such a bad thing to want?"

Despite herself, her expression softened. It didn't erase the pity in Sybil's eyes. "Conway, you know that I don't—" She started to say, but they were interrupted.

"There you two are!" It was Tetrax. Any annoyance that Conway felt at the interruption faded as he turned to greet his friend with a smile. Tetrax looked considerably less relaxed. Under his initial relief, he was exhausted and on edge. There was a cut running from his temple to his jaw. It was dripping with their clear blood, but if Tetrax noticed, then he didn't care. He clapped Conway on the shoulder and gave Sybil a brief hug. "I'm glad to see that you're both alright. I was worried when the Plumbers started to retreat without any provocation."

To this, Sybil said nothing, though she shot Conway an unhappy look. He ignored this, grinning as he held up the keys for Tetrax to see. "We're fine. But look at what I managed to get my hands on," Conway said proudly. "We don't have to be stranded on Petropia anymore, Tetrax. We can take this starship and go anywhere else in the galaxy."

To his confusion, instead of being excited, Tetrax looked appalled. "You're just going to _leave _Petropia?"

Conway frowned. He lowered the keys, giving a slow nod. "Well, yes. What has this damn planet ever done for _us_, Tetrax? Why would I waste centuries on a dead rock when there are better opportunities and chances out there for us? We've talked it over," he said, jerking his chin towards Sybil, "and we want you to come with us. What do you say?"

But Tetrax shook his head. There was a note of disgust in his eyes. "You really haven't changed since we were kids, have you?"

Whatever _that _was supposed to mean, Conway never got to ask. Their conversation was interrupted for a second time — this time by someone that Conway was much less eager to see.

Tennyson's Revonnahgander ex-partner, Rook, jogged over to them. He was out of breath and frazzled-looking but had no visible injuries. His armor could stand to benefit from a good wash, though. It looked dented in a few places.

"Pardon the interruption," Rook said when he picked up on the tension between the Petrosapiens. He didn't look all that apologetic though, turning to Tetrax. "Have you found anything yet?"

And Sybil — knowing full-well what they were looking for — asked, "Found what?"

It took an incredible amount of effort for Conway to not tense up. Rook, oblivious, answered her. "We are searching for Ben. I cannot find him anywhere, though I have checked all of the logical rooms. Have either of you seen him?"

With a huff, Sybil crossed her arms. "Me? Not anytime soon. Why don't you try asking _Conway _when he saw Ben last?"

There was a flicker of betrayal in his chest that disappeared as soon as Conway felt it. He wasn't surprised. Sybil had told him after she first woke up in the infirmary that she didn't agree with what he was going to do. Still, a small part of Conway had hoped that she would see things his way.

He had wanted his sister to support him. It felt almost childish.

Rook raised an eyebrow, turning to Conway. There was skepticism in his eyes, but also curiosity and, beneath that, a threat. He stared at Conway for a moment before his eyes narrowed. "Where is Ben?" He asked flatly.

Even if Conway had wanted to answer, it wouldn't have mattered. The hall was filled with an ear-grating carving sound. All four of them immediately covered their ears, wincing as a dagger made of taydenite carved through the wall nearest them like a hot knife through plastic. In just a few agonizing seconds, the peranite wall had an enormous hole in it. From it, out stepped two figures.

The male resembled a human, though Conway had never heard of humans growing limbs made of taydenite. The arm shimmered brightly, unchanged from its carving job. Like a Petrosapien's arm, the male let the jagged edge smooth back into a normal hand, though his expression said that anyone who got too close was going to find out just how sharp he could make it.

It was the female that caught Conway's attention, though. Her eyes were glowing bright magenta. Even with her human skin covering her appearance, he recognized her for what she was. _Anodite. _As if to reaffirm this thought, her free hand began to glow with a warning. Her other hand grasped a jacket that was a familiar shade of green, the number "10" framed proudly over the chest.

Conway felt his stomach drop into his feet. _Shit_.

"I'm Gwendolyn Tennyson," the female said in an echoing voice. Her eyes began to burn brighter as she leveled her glowing fist at the gaping Petrosapiens threateningly. "Where's Ben?"

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**A/N: ****Make sure to add this to your notifications so that you'll be updated for the final part of this thrilling saga — where things will go from **_**worse **_**to down-right **_**awful **_**for our protagonists!**

**Chapter Seventeen: **_**Better Late Than Never**_


	19. Better Late Than Never

**A/N: Remember when I claimed that this fic wouldn't reach 200k+ words?**

**Act Three got so long that I had to split it into parts. This first part is about 90,000+ words. So, welcome to ****Act Three:**_** Part One**_**! Rest assured, our climax is, er, **_**gradually**_ **approaching.**

**Side note! I do have a Tumblr: karkalicious769. If you guys follow me on there, I answer asks and post about this fic along with other Ben 10 related things. It's pretty fun to post about my writing on there, so follow me.**

**(It feels good to be updating again. I missed hearing from everyone.)**

* * *

There was paranoia all throughout the fight. While Rook helped to keep the attacking Plumbers at bay, he couldn't shake the feeling that something was _wrong_. There was a glaring hole in the plot, he could feel it: could almost _taste it_, but it stayed out of reach. He was missing something. The piece that would make everything else slide into place.

So when the Plumbers suddenly and inexplicably began to retreat, Rook didn't give chase. It was yet another mark on a very long list of things that didn't make sense. Instead, what Rook did was immediately begin searching for Ben.

He wasn't too concerned at first, but there was a niggling sensation at the back of his mind that pushed him from room to room, hoping to spot a flash of green. During his search, Rook had run into Tetrax. His history of many crimes and atrocities flashed to mind. Then Rook remembered seeing him in the fight, how he got that scar down his face by intercepting a Plumber so that the young recruit that was being cornered had the chance to get to the infirmary, cradling what was left of his arm. So Rook steeled himself and asked Tetrax to help him look. Ben was a fighter — there was no way that he would have hidden away somewhere to wait out the assault.

But then, where was he?

Rook decided to look near the infirmary when all of the hallways, the conference room, the bedroom, and the kitchen came up with nothing. It was there that he ran into Conway, Sybil, and Tetrax. He was at least a little optimistic to see Sybil. He was fairly certain that Ben was on friendly terms with her. She had a good chance of knowing something useful.

When he came to a stop in front of the group, there was obvious tension in the air. They must have been having an argument — not that Rook cared about that. "Pardon the interruption," he said anyway. He was in a rush, yes, but not _rude_. To Tetrax, Rook said, "Have you found anything yet?"

Even though he hadn't asked her, Sybil felt the need to reply anyway. "Found what?" She asked. There was something about her tone that Rook didn't like. How aloof she was, maybe, or the forced casualness.

Holding back a grimace, Rook replied, "We are searching for Ben. I cannot find him anywhere, though I have checked all of the logical rooms. Have either of you seen him anywhere?" His eyes darted toward the infirmary door. There was a small flash of doubt. Ben wasn't injured, was he?

But instead of delivering any bad news like that, Sybil crossed her arms and turned away with a huff. "Me? Not anytime soon. Why don't you try asking _Conway _when he saw Ben last?" She said sarcastically.

There was a moment where Rook didn't take her seriously. He raised an eyebrow, as though looking at a petulant child. He had a second of internal debate before turning to Conway. As skeptical and doubtful as he was, Rook wasn't going to ignore something that could help him find Ben. He almost dismissed it entirely, but there was something etched there on Conway's face. Hurt. Disbelief. Shame.

It was all brief and faint, but Rook narrowed his eyes. His fingers twitched as he suppressed the urge to reach for his Proto-Tool. "Where is Ben?" He asked in forced monotone.

He received no response, but it didn't matter. There was a sudden, terrible sound — like fingernails being drawn down a chalkboard. Rook was quick to cover his ears, flinching away. It didn't help stop the way that that awful noise pounded around his skull. He wanted to curl up in a ball until it stopped, but Rook forced himself to look towards the source of the noise. At the end of the short hall, a large sword made of taydenite was carving through the peranite with ease. Even though he was well aware of how strong taydenite was, Rook found himself momentarily stunned. When he finally recognized the two humans stepping out of the newly made hole, his shock spiked to an entirely new level. His jaw came unhinged.

After so long away from Earth, seeing Gwendolyn and Kevin step into the Arkein base like they owned the place was too much for Rook to wrap his mind around. Compared to the peranite and Petrosapiens, they looked bizarrely _normal_, even if Kevin was wearing ratty jeans and a long-sleeved shirt to a fight and Gwendolyn was wearing a skirt. The Bezel Charm of telekinesis glinting proudly at her wrist. The sight of them almost made Rook melt in relief. It didn't matter that Gwendolyn was leveling a mana sphere at them and Kevin had yet to put away his taydenite arm. Of course, when Rook noticed what Gwendolyn was holding in her free hand, his excitement was swiftly shot down. Ben's old letterman jacket. The faint hope that they would know where the hero was vanished.

"I'm Gwendolyn Tennyson," Gwendolyn announced loudly. Her magenta eyes narrowed on the group of Petrosapiens. "Where's Ben?"

Next to her, Kevin flexed his taydenite-coated fingers, an uncharacteristically serious look on his face. "Don't make us ask again," he warned. "I'm in a bad mood."

Despite their unfriendly greeting, Rook didn't hesitate to step forward. "Gwendolyn! Kevin!" He couldn't help but smile. Exhausted from the fight and growing more worried about Ben by the moment, Rook wasn't going to say no to something this fortunate. "What are you both doing here?"

Almost instantly, the glow from Gwendolyn's eyes faded. She dropped her fighting stance and Kevin straightened, letting the taydenite fade from his arm with a faint look of surprise. Gwendolyn didn't share his hesitation. In fact, Rook barely had time to blink before she was throwing her arms around him and squeezing tightly with obvious relief. He was too caught off guard to be uncomfortable with the physical contact.

"Rook!" Gwendolyn pulled back, relieved. The way that she clutched Ben's jacket to her chest didn't escape his notice. "You're alright. After a week of nothing, Grandpa was worried that something had happened to you and Ben. Is he okay too?"

"Ah, well—" Rook hesitated. It was barely a second, but his falter didn't go overlooked. The smile on Gwendolyn's face slipped. She started to say something but never got the chance.

"He's probably around here somewhere," said Tetrax as he approached. He clapped a hand on Rook's shoulder, nearly knocking the Revonnahgander over. Whether accidental or on purpose, he didn't acknowledge it. "It's good to see you two doing well. How did you get here?"

Whereas Gwendolyn was pleased to see Tetrax, Kevin frowned. "Hey, didn't you attack Ben and almost kill him the last time we ran into you?"

_That _was news to Rook. He stiffened, alarmed. Ben had told him the story of saving Petropia several times on their initial ride to the planet. How had he left out a detail like _that_? Frustratingly, Gwendolyn barely seemed to care. "_Kevin_!" She hissed, elbowing her boyfriend in the side. For some inane reason, she was offended on Tetrax's behalf instead of Ben's. "We talked about this. Don't be rude."

Her words didn't seem to have any effect. Kevin rolled his eyes and, though he said nothing else, the scowl didn't leave his face. He caught Rook's stare and gestured at Gwendolyn with a large, sweeping gesture of his arm. The look of distaste on his face seemed to say, "_see what I have to deal with?" _

Their silent exchange was ignored by Gwendolyn. "We're here to find Rook and Ben," she explained to Tetrax. For emphasis, she held up Ben's jacket. "There was nothing very personal in your room at the Plumber base, Rook, but we thought that it was safe to assume that you two would be near each other anyway. Once you both didn't return after a day, Grandpa tried to get in contact with Magister Argyle to get a status report. Communication has been stilted, though. They didn't get a lot of progress made at first."

"Red tape," Kevin said with a disappointed tisk. "Bureaucracy makes fools of us all. So, even though official Plumber business is technically banned on Petropia until all of the paperwork goes through, the two of us _happened _to be officially listed as "retired from duty" in the Plumber register and I _happened _to have a spaceship not registered as a Plumber cruiser and Gwendolyn _happened _to know the perfect way to track you both down once we were here."

Rook blinked in surprise. "Magister Argyle does not know that you are here?"

Shifting in discomfort, Gwendolyn glanced away. "Well, it _may or may not _happen that Kevin's ship has a cloaking device installed onboard," she admitted.

"Just like it may or may not happen that Max doesn't trust Argyle as far as he can throw him, so he gave us a little hint that the Plumber patrols around the planet had a little blindspot window that we could use to avoid any backup scanners," Kevin chimed in. He smirked at the odd looks that got him. "It was all really coincidental when you think about it."

There was a long stretch of silence. It was only broken when, out of nowhere, Conway said, "Alright, I give in. Who _are _these humans?"

Honestly, Rook had completely forgotten that they had an audience. He was a little too absorbed with the idea that Gwendolyn and Kevin were on Petropia illegally. Rook started to explain, but he didn't get the chance to.

"I could be asking you the same question," Kevin shot back. "I _know _I'd remember seeing a face that ugly."

Before either of them started something that Rook would have to end, he stepped between them, holding his hands up placatingly. "Enough of that," he chastised. "Gwendolyn, Kevin, these are… allies. Sybil and Conway," he gestured to them both in turn, "I would like to introduce you to Ben's cousin, Gwendolyn, and his close friend, Kevin."

Conway huffed, crossing his arms. "No surprise that it takes someone so obnoxious to put up with Tennyson," he said, shooting Kevin a glare.

"Speaking of Ben," Gwendolyn spoke up, cutting her boyfriend off, "where is he?" She held up the letterman jacket, her eyes glowing brightly as she focused her energy on it. As she did, it began to hover in mid-air, supported by the mana encasing it. A tight frown came to Gwendolyn's face. "It's weird… I can sense his mana all over this place, wherever we are, but I can't focus on it." She took the jacket into her hands again, cutting the glow off. "Rook?"

He knew without asking that she wanted an explanation for more than just her cousin's location. Rook sighed. "It is… a long story. Very long."

Kevin raised an eyebrow. "It's not like we've got anything else lined up, dude."

Abruptly, Sybil spoke up. "I'm going to return to the infirmary," she announced. "Come with me, Conway. Let's leave them to their reunion." She grabbed her brother by the wrist, yanking him into the infirmary without giving him time to protest. The door slammed behind them, leaving the hallway quiet and tense.

"Well," Gwendolyn spoke up after a minute, "that was… sudden. Is she…?"

"Always that odd?" Tetrax finished for her dryly. A note of fondness crossed his face when he added, "It's usually much more strange." They shared a smile before he grew serious. "Can you focus on any point nearby where Ben's mana is the strongest? There was an attack and we ended up being separated."

The mention of an attack made both Gwendolyn and Kevin frown, but she did as asked and returned her focus to Ben's jacket. It was quiet for a minute as she worked. "Kind of," she said with a grimace of concentration. "It's hard to get a beat on him, but I think I can track it. Follow me." The glow in her eyes continued as Gwendolyn started to walk. The others were quick to follow. Rook was faintly impressed by how Gwendolyn navigated the base's hallways despite being totally unfamiliar with the layout.

"So, what's the story?" Kevin asked as they walked. "Gotta admit, I'm a little curious. This all seems pretty convoluted for Tennyson's usual missions. Weren't you guys just supposed to gather a report and leave?"

"It started that way," Rook said with a nod. "The report on Petropia's progress was coming along fine, but there was something… not quite right about the version of Petropia that we were seeing. Ben and I both felt uneasy, and for good reason. We managed to acquire some of the water being processed and handed to citizens and discovered that it had been tampered with and laced with a toxin that can be deadly to Petrosapiens."

Even though the nature of what he was talking about was very serious, Rook couldn't help but smile at the reaction that he got from the two newcomers. Kevin's eyebrows shot up into his hairline, his mouth open comically, and Gwendolyn almost fell over, she was so taken aback. She was quick to right herself and resume focusing on Ben's mana, but it was clear that she was paying more attention to Rook than before.

"After that," Tetrax continued the story, "it soon became clear to Magister Argyle that they knew too much. He attempted to kill them in an explosion on the day that they were supposed to leave, but—"

"Alright, hold on a second." With that same disbelief on his face, Kevin held a hand up to signal for Tetrax to stop. "You're telling me that Argyle _actually _tried to kill Ben and Rook?"

"Yes," Rook confirmed. That wiped away some of the skepticism. "The FTL drive in our ship was tampered with and exploded. We would have likely died in the fire had Tetrax and Sybil not been there to rescue us. _Although_," he added, giving Tetrax a pointed look, "I admit that I still do not fully understand how you managed it."

The Petrosapien shrugged. "If you're referring to our timing, you can thank Sybil for that. As for how we knew? Well, why do you think this outpost is so near to the Plumber base? We were watching and happened to see Argyle slipping into the hangers the day before you left. It wasn't that difficult to sneak on board. The security around the hanger is surprisingly ineffective when you know what to look for."

It didn't feel like Tetrax was telling the whole story, but Rook nodded anyway. He wanted to get Gwendolyn and Kevin caught up before they found Ben. After that, they would have to regroup and figure out what to do about Argyle next and Rook didn't want to waste that time going over things that most people already knew.

"But once we were safe, Tetrax and Sybil brought us here." Rook gestured around them. "This is a resistance group, named Arkein. They have been helping us in our attempt to stop Magister Argyle's plot against Petropia, but we are still unsure of the specifics. This also includes anyone working with him. Namely, there is a Nemuina by the name of Murowa. I am unsure if there is anyone else assisting them."

Kevin let out a low whistle. "Murowa, huh? It's been a while since I heard her name. I thought that she was locked in Incarcecon serving three life sentences," he said.

"You have heard of her?" Rook raised an eyebrow.

That got a scowl from Kevin. "Not like _that_." He elbowed Rook in the arm but, thanks to the Proto-Armor, the Revonnahgander didn't feel anything. If it hurt Kevin at all, he didn't give any indication. "I never worked with her, but back before I met back up with Ben and I was still in the "entrepreneur" business mind, her name carried a lot of weight. It was a big deal when she got busted, but I'm not surprised that she didn't stick around prison very long." He frowned. "It's bad news if she's helping out Argyle, though. She only takes jobs with big pay off and, more importantly, plenty of opportunities to make people _hurt_."

Not surprising, given what Rook had heard of Murowa already. He tried to think of what she might want, but nothing came to mind. "I see," he said slowly. There was more to the story, but he didn't want to touch on his fight with Ben. Not yet. "How did you and Gwendolyn get here, then? To the base," he specified.

"Oh, that?" Kevin flicked his wrist dismissively. "Gwendolyn was tracking Ben's mana once we left the ship. She said that it was the strongest underground, so we found a cave and I started digging. We could have teleported, but I didn't want her wasting the energy in case we had to fight something. Digging wasn't that hard, actually — good thing that I remembered to bring along some help." He reached into his pocket, pulling out a small pouch. "It's a chunk of taydenite. Cool, huh? I chipped it off of Warlord Gar's money-mobile before we left the college."

Suddenly, Gwendolyn came to a stop. Rook didn't recognize whatever area of the base they were in. He hadn't been paying attention to where they were heading but it looked almost shabby. The floors were scuffed and the normally wide halls had noticeably narrowed. "Here," she said, the glow in her eyes finally fading. She grabbed the handle of the door that they had stopped next to, swinging it open.

It looked to be some sort of incinerating room. There were piles of discarded trash and waste pushed into a shallow hole in the ground. A few shovels were propped up against the wall near the door and there were three incinerators against the far wall, each ablaze. There was a small ventilation system to funnel everything out, but the room was still sweltering and the stench was awful.

"Why would Ben be in here?" Tetrax asked. He looked at Gwendolyn doubtfully, but she shook her head and stubbornly entered the room.

"I _know _that I felt him," she muttered to herself. She crossed over to the trash hole, looking over the edge. Her eyes scanned over the piles, looking for something. There was a moment where nothing happened, then Gwendolyn let out a noise of surprise. She held out her hand, glowing with a solid mana construct, and grabbed something near the top. However, her excitement very quickly faded as she brought it close.

Rook stepped up behind her, holding his hands out to take what she had managed to retrieve. "Ben's clothes," he said calmly, holding up the green-lined "10" shirt and cargo pants. "He managed to get toxins on them and they had to be thrown away for the safety of the Petrosapiens in this base." Still, Rook would be lying if he tried to say that there wasn't something uncomfortable about seeing Ben's shirt lying in the trash. The hero's iconic number had been stained and the green didn't look quite so brilliant by the light of the filthy fire.

"I don't understand," Gwendolyn breathed, looking pained. "If this is all that's here, then… where's Ben?"

Approaching her, Kevin placed his hands on his girlfriend's shoulders. Without turning around, Gwendolyn reached up to rest her hands over his. "Okay, let's backtrack," Kevin suggested. "What are the reasons why you wouldn't be able to get a read on Ben's mana?"

Gwendolyn took a deep breath, relaxing significantly. It would have been a sweet moment if Rook wasn't starting to feel very concerned. "Well, I wouldn't be able to find him if he was far enough away or in another dimension. But his residual mana is too recent for the former to make sense, and if it was the latter, I would be able to sense that a portal had been opened." She frowned, taking the jacket in her grip and tying it around her waist. Once the sleeves had been double-knotted, Gwendolyn fiddled with the fabric absently. Her eyes glowed as she tried reaching out again. "I can definitely sense him. It's just that I can't pin it down. I can only tell that it's near. On a cosmological scale, anyway." She sighed, the glow fading with defeat.

That wasn't reassuring in the slightest. Rook fought the urge to grimace. "What exactly does that mean, as it relates to distance?" He asked.

"It's hard to say." Gwendolyn shrugged apologetically. "I know that it's less than a lightyear of here, radius-wise." Turning away, she closed her eyes in concentration. Not the glowing type, but the focusing type. "It could also be that he's surrounded by technology. It's hard to track mana if there's not enough living things around to help bounce the signal." She looked towards Rook. "But where would a place like that be?"

"Something like a starship?" Another voice joined their conversation. The four of them turned, surprised, as Patience entered the room. She looked incredibly annoyed — more so than usual, even. Her body suit was thrashed and had holes in it, her normally shining skin looking faded. "That's not a suggestion," she continued, ignoring the confused stares from Gwendolyn and Kevin. "That means that I've found your hero. Are you going to come or not?"

The questions were pushed to the backs of their minds and all four of them quickly decided that, yes, they did want to look. So Patience led them from the trash room and down the hall, likely towards the surveillance room.

"Who's she?" Kevin leaned over to ask Rook in a hushed tone.

There were a lot of answers to that question: an ex-magister, a morally bankrupt vigilante, a master manipulator. Rook settled for the most cut and dry response. "Her name is Patience," he said quietly back. "She used to be the Head Magister on this planet before being usurped by Argyle. She is on our side." Then, to himself, Rook added, "Mostly, at least."

They fell to silence, awkward and unsure what to say. It was clear that Gwendolyn and Kevin still had many questions. The hallways were trashed and there were still Petrosapiens trying to move the injured and clean up the dead. The air stank of sulfur — it made the incinerator room seem as fresh as a mountain valley. None of it seemed to increase their optimism towards Ben. Beneath his worry, Rook was cursing his partner's forever awful timing.

He wondered where Ben could be, though. Patience had said that he was on a starship. Did that mean that he had been kidnapped? Rook couldn't see Ben willingly leaving Petropia until the entire mess was cleaned up, especially not with his allies under attack. The memory of Khyber's ship tearing away with Ben locked onboard, at Albedo's mercy, came to mind vividly. Rook clenched his jaw. No. He wouldn't let something like that happen again. He had sworn as much to himself once that whole fiasco was over.

"Here." Patience pushed open the door to the security room, as Rook expected. No one bothered to shut it, all gathering to look over her shoulder as she started pulling things open on one of the monitors. "Most, if not all, of the cameras inside were destroyed in the attack. We have a few cameras stationed outside to watch our perimeter, though. After the attackers left, I came to review the footage. Here's what I found."

She flicked through a few different video feeds while looking for the right one. There were several Plumber cruisers pulling up on one side of the mountain. Oddly enough, they brought an unlisted starship with them that wasn't any Plumber standard design that Rook could remember. Argyle was there, a cluster of familiar-looking pixels that stood giving orders. They passed that footage over, switching to a feed from the mountain's west side.

There was a large rocket parked there, clearly Nemuinan in design. Rook tensed at the sight of it. It was nearly identical to the rocket that he had disabled in that cave. There were rocks in the way, so they didn't have a perfect view of what was going on. The bay doors opened and Rook recognized Murowa's wing coloring as she flew out of view. The other Nemuinas nearby did nothing for a minute, then several darted forward and came back with—

Next to him, Gwendolyn let out a short shout of upset. Her hand lit up with energy before she forcefully shook it away. Kevin didn't react outwardly, but there was a look in his eyes that made Rook glad that they were on good terms. Even without his distinctive color scheme, Ben was easily recognizable against the peranite and aliens. For his part, Rook was in a state of forced apathy. He shoved his distress away. Clearly, Ben had been kidnapped. Getting emotional would not help him formulate a strategy.

"How did this happen?" Gwendolyn snapped with as much patience as she could muster. "Doesn't this place have any sort of security? How could someone just _walk out of here_ with him?"

Tetrax was the one to reply — mostly because Patience had a decidedly unfriendly look on her face and the last thing they needed was another fight.

"They couldn't have," said Tetrax firmly. His certainty caught Gwendolyn off-guard, long enough that she calmed down and paid attention. "That area only has one efficient exit. For someone to have gotten Ben out, he would have needed to go willingly. Carrying him would have been far too suspicious, not to mention impractical given the short time span they had available to pull this off."

"So," Rook added, "it is reasonable to assume that whoever did this was someone that Ben trusted, or at least, whom he did not dislike."

Smirking, Kevin cracked his knuckles, popping his neck. "Doesn't matter. We'll ask Ben after we go get him and pound whoever it was into the dirt— uh, peranite. Whatever." He shrugged.

Patience smiled dryly. "Yes. Well, have fun and good luck." She walked back over to the open door. "I have a base to pull back together."

Logically, Rook wasn't surprised. She had no allegiance to Ben and she didn't owe them any favors. But something in her dismissive tone cut deep and Rook felt anger, white-hot and long overdue, welling up before he could stop it.

"So that is the end of this?" He said through clenched teeth, barely managing not to shout. For whatever reason, she stopped, hand on the door handle. "After all that Ben has done for you and this planet, without even needing to be asked or expecting anything in return, you are just going to leave him at the first sign of opposition?"

She turned to look at him over her shoulder. There was something in her eyes, like words that she wanted to say but couldn't. A flicker of what was almost regret, and then the moment was over. Patience scoffed, expression drawing down into a scowl. "As you said, I didn't ask him for anything. What he did, he did of his own volition. If he's going to put himself into the line of fire, then he shouldn't be surprised to have to deal with the consequences. You all can stay here, but don't expect any help with this. I have a real crisis on my hands." And that was that. She swung the door shut on her way out.

Almost as soon as she was gone, Tetrax turned to Kevin. "You brought a ship here, didn't you?"

He nodded, looking skeptical. "But if you think you're going to get to touch those controls, boy, do I have news for you—" The rest of Kevin's remark was cut off by a scowl from Gwendolyn, but he didn't need to finish for Tetrax to understand.

"In that case, this whole dilemma seems fairly straightforward to me." Tetrax turned to the computer monitors, fast-forwarding to the rocket's take off. "If we can measure the angel that it took to leave Petropia's gravity, we should be able to find where it went. I doubt that it's far. Likely, it's heading towards a bigger ship or a small space station orbiting in our asteroid fields. Argyle isn't stupid enough to entrust his entire plan to an unsecured, old-fashioned rocket."

That got a nod from Kevin, who studied the screen with a faint look of interest. "The thing's definitely a novelty piece. A model K-9, maybe L-8. Either way, I'm not buying that that's the best this guy can do."

"We can't just chase it down, either," Gwendolyn protested, though she clearly would have liked nothing better. "Charging blind into a space station isn't going to do Ben any favors. If they kidnapped him, they're probably prepared to handle the Omnitrix. We need to know what we're actually up against," she pointed out.

There was silence while they all thought. The urge to throw caution to the wind was strong, but Rook had never been the type to let himself be swayed by that. He wished that he had blueprints of some sort. Every second that he spent standing there was another second where Ben could be hurt, or worse. Of all the failed plots to cut off the hero's hand over the years, it only took one time for the results to be irreversible.

"We should search the surrounding solar system," Rook suggested. "Petropia has no sister planets, but perhaps one of her moons is being used as a temporary base? We should gather as much information of the situation as we can before attempting any form of rescue."

Planning always helped Rook feel better. It must have been the same for Gwendolyn because she gave Rook a grateful look and nodded. "We can take the Rustbucket. I'll call Grandpa Max once we're there and let him know what's going on. I would have done it sooner but, for obvious reasons, we didn't bring our Plumber badges with us," she remarked.

"Good idea," Tetrax said with an approving nod. "I think that we can afford to take our time, to an extent. If they wanted to kill Ben, they would have already done so. He can handle himself while we pull together a plan."

Unconvinced, Kevin scowled. "There are a lot of things worse than death, you know." He might have elaborated, but a glance at Gwendolyn quickly changed his mind. Instead, what he said was, "Are the four of us going to be enough? Not saying that we couldn't pull it off, but depending on what we're up against, I wouldn't mind having some cannon fodder."

Tetrax hummed thoughtfully. "I don't know about cannon fodder, but we may be able to scrounge together a few allies here. It may not be a popular opinion, but that doesn't mean that there aren't people who don't like Ben," he said with a grim look.

Frowning in confusion, Gwendolyn arched an eyebrow. "What? Why wouldn't Petrosapiens like Ben? He helped bring the planet back."

Despite the situation, Rook managed a chuckle. "That is another long story."

"Yeah?" Kevin clapped him on the shoulder. It wasn't meant to be friendly if the intense look on his face meant anything. "You can fill us in on the way. I may not know the ins and outs of what's going on, but I don't need to, to know that we're wasting time just standing here talking," he said.

Rook knew that he had a lot to explain, but that didn't mean that he was looking forward to it. Actually, he was quite dreading it. Would they blame him for Ben's kidnapping? If Rook had never lied to him, if they hadn't gotten into that fight, then maybe Ben wouldn't have wanted to split up and this could have been prevented. If he had been a better partner — no, a better _friend_ — then maybe…

"You three should scout the moons," Tetrax suggested. He turned back to the computer monitors, closing out of the outside feeds to focus on the cameras in the hallways. "Our first moon, Månsken, should be closest. There shouldn't be any structures on them currently in operation, so it shouldn't be difficult to pick out something unusual. Otherwise, there's likely a space station in orbit somewhere that they're using. Our solar system is small — it shouldn't take long."

The three friends shared a look. There was a silent debate over whether or not they should ask, but Gwendolyn was the one to step forward. "While we're doing that, Tetrax, what are you going to be doing?"

He shrugged dismissively. "Mostly talking to people. I may not be well-liked either, but I have a better chance of getting information from these people than any off-worlder. I'm going to try to find whoever handed Ben over and recruit others. You never know when an extra set of hands can be useful and there is a lot of underused talent around here." He smiled sardonically. "And if it has the added bonus of pissing off Patience, well… I can't exactly refuse and opportunity for that."

That got a chuckle from Kevin. More diplomatically, Rook nodded, moving towards the door. "We will find you when we return, Tetrax. Good luck."

He opened the door and was preparing to leave when Tetrax suddenly looked up. "Good luck," he said with a surprising amount of honesty. "And, be careful. Especially you, Gwendolyn." For emphasis, he pointed to the surprised girl. "Your grandfather must be worried enough as it is. Take extra care out there."

An odd expression crossed Gwendolyn's face. It wasn't the touching smile that Rook had been expecting. Tetrax didn't notice, already turned back to the monitors, so Gwendolyn only nodded. "Of course," she agreed. "We'll find Ben, Tetrax. See you in a few hours."

She took the lead, exiting the room. Rook hung back to close it, hesitating as he stared at Tetrax. The Petrosapien didn't acknowledge him, though despite the lack of pupils, Rook could almost _feel_ when their gazes met. It was like Tetrax wanted to say something, yet all he did was stare fixedly at the screen, his body tense even by Petrosapien standards. There was another second's hesitation, but Rook knew when to quit. He inclined his head politely and shut the door behind him with a click.

While Gwendolyn and Kevin both gave him funny looks for that, they also both similarly chose not to ask about it. Conversation was non-existent as they started walking.

"This way," Rook said when he realized that they were heading back towards the infirmary. "There is a garage that we can use to exit. I doubt that we will be allowed to use a truck, but I am hoping that the Rustbucket is not parked too far away."

Following after Rook now, Kevin shrugged and Gwendolyn shook her head. "It's about a mile from here," he supplied. "Didn't have a lot of luck narrowing down Ben's mana signature from that far away so we did our best to guess. Not a bad distance though, huh?"

He tried to make a joke out of it, but no one laughed. Truth be told, Rook didn't feel in a very joking mood. The weak one liners and unfunny jabs only reminded him of Ben.

"Hey, Rook?" Gwendolyn spoke up as the silence grew unbearable. "You've been here for a while now, haven't you?"

"One week, give or take a day," Rook confirmed with a nod. He had lost track of the specific days. Even if his body knew when to wake up and sleep, without a calendar or schedule to keep, the exact number quickly grew fuzzy. Thankful for the change of topic, Rook added, "Why do you ask?"

She was quiet for a moment, debating how to answer that. "Have you noticed Tetrax acting… _unusual_, at all? Doing anything suspicious, even if you don't think much of it?"

The question caught Rook so off-guard that he faltered, pausing mid-step. He was quick to resume his stride, but he shot Gwendolyn a befuddled look over his shoulder. "No, I have not. But I did not spend as much time around Tetrax as Ben did. They were… very _close_," he said with a bite of distaste.

If Gwendolyn noticed this, she chose not to remark on it. "Well, I was thinking… isn't it kind of suspicious how much Tetrax knows about this kidnapping? He was able to infer a lot from that pixelated security footage. And it all seems sound, which is even more surprising. Doesn't that strike anyone else as odd?"

At her side, Kevin nodded, rubbing his chin thoughtfully. "Y'know, now that you mention it, this whole thing does seem pretty convenient. Not to mention, he's here sitting pretty while we're going out into the thick of things. Where Tetrax told us to go, to boot."

His first impulse was to dismiss those comments outright, but then Rook hesitated and thought, "_Why_?" Why was he immediately opposed to suspecting Tetrax? Once Rook started thinking about it, it did seem a little _too _perfect. He thought about seeing Tetrax fight during the attack, but they had only been near each other for a minute before Tetrax was taking off down a different hall. He could have very easily found Ben during that time and convinced him to follow him outside. Tetrax himself had said that it would have to have been someone that Ben trusted, and who in the base did he trust more than Tetrax? Certainly not Rook — not anymore, at least. The thought brought a grimace to his face.

"We have no evidence of this," Rook said evenly. "If Tetrax is betraying us, we will need to find proof and confront him with it."

There were nods of agreement. Even though Rook disliked Tetrax _strongly_, his moral code was the same. Everyone had the right to a fair trial. He wasn't going to charge someone over his own personal feelings.

"And, Rook?" Gwendolyn set a hand on his arm, causing Rook to stop and turn to her. She smiled warmly. "It really is good to see you." Stepping forward, she hugged him again, longer than the last time. It was affectionate and warm and Rook didn't know how to respond. He wrapped his arms around her in return, shooting an amused Kevin a confused look.

"It is good to see you, too," Rook replied. "And it will be _very_ good to see Ben."

With a grunt of assent, Gwendolyn pulled back. "Right." She straightened her glasses, face faintly red with embarrassment. "Lead the way, then. The sooner we find him, the better it'll turn out for all of us."

Kevin's smile slipped a little bit. Had Rook not known any better, he might have said that Kevin looked worried. "Let's just hope that he hasn't gotten himself in over his head again."

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**A/N: Shoutout to anyone who made it this far in and is still following this story! You guys are the reason that I'm still writing and uploading.**

**And a special shoutout to those who helped motivate me to keep writing during my hiatus, when motivation was hard to come by: ****xcatxgirlx (on Tumblr) for having great Ben 10 inspiration in general _and_ also enjoying my fic, MidnightStarHunter (on AO3/Tumblr) for being a devote fan _and also probably the one who left me all those anon asks_, n00dl3Gal, magdelena_lee, and Bloody Monthly [guest] (on AO3) for being frequent reviewers, and entity9silvergen (FF) for leaving an entire page of reviews not just on this fic, but on another one of my Ben 10 works. Thank you all so much!**

**Chapter Eighteen: **_**Off the Beaten Path**_


	20. Off the Beaten Path

**A/N: Sorry, no Ben P.O.V. chapter. Act Three: **_**Part One **_**will all be from Rook's P.O.V. and **_**Part Two **_**will all be Ben's. Why, you ask? Because I know what I'm doing. The story flows better this way. I'd be a pretty shitty writer if I let all of the suspense I've been building up fall to the wayside so that you guys can watch Ben sass the villains and accomplish nothing of substance. Get used to hearing from Rook!**

**Also, some of you may notice that I changed the rating of this fic. You can find more about why in the tags of this fic on AO3, where I cross-post to, but we've gone from _Teen_ to _Mature_. Not for this chapter, but some later chapters I'm writing currently. I felt that the change was appropriate. Just thought that I should warn you ahead of time. **

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The navigation scanner blinked in steady metronome as Rook stared down at it, his expression blank. It was telling him that nothing was happening, but he didn't need a flashing scanner to be able to see that for himself. Outside the window of the Rustbucket III, there was nothing but fragments of peranite and black space. Stars twinkled dimly in the distance. Something that Rook had read a while ago reminded him that Petropia was considered one of the most desolate and isolated planets in the galaxy. He found it fitting.

A gentle hand on his shoulder caused Rook to look up. He very nearly reached for the Proto-Tool but quelled the impulse when he was met with Gwendolyn's comforting smile.

"Are you alright, Rook?" She asked, light-hearted to cover the bulk of her concern. "About ten minutes ago, you were telling us about a mission you and Ben took to a water treatment facility and then you stared at the navigator and haven't said a word since."

It wasn't normally so hard to pay attention, but Rook had managed to miss the middle of what Gwendolyn said. He didn't ask her to repeat herself. It didn't feel productive. "Hm? Oh. I am fine. I am just thinking. There are a lot of things that I have not properly given myself time to muddle through." He sighed. It was technically true, but Rook didn't feel any better about covering the truth from her.

It was starting to feel like the entire situation was Rook's fault. Even if he and Ben had been fighting, even if the hero had decided that they were no longer partners, Rook shouldn't have let that stop him. He was supposed to _always _have Ben's back, no matter what. And the one time he _didn't_ might end up being the biggest mistake he'd ever made.

"Great," Kevin said dryly. "Are you going to finish the story or not?"

Rook managed a smile. He had always appreciated that Kevin was a blunt person. Even though it got him an unimpressed look from Gwendolyn, he nodded and turned so that he wasn't facing the navigation device anymore. "Yes. I described that Ben and I were split into two groups. We focused on two different rooms, each a strong possible candidate for holding the machine that was processing Red Sleep venom to feed to the unsuspecting populace. The location that I was sent to held no machinery, though it did have useful information on the computer that we copied before leaving. The alarm began going off, so even though it was technically against our protocol, alarms are almost always set off by Ben, and so I went to find and assist him."

That made Gwendolyn chuckle, even though Rook hadn't told a joke. "You automatically went to find Ben? That's actually kinda sweet," she said with an odd expression on her face.

"_Sweet_?" Rook shot her a funny look. "I was acting as expected of a partner and friend. There was nothing touching about it." When Gwendolyn didn't reply, he shrugged the comment off and continued with his story. "When I arrived from the floor below, Ben had caused the flooring to collapse. That, or the Petrosapiens that he was fighting had. He had transformed into Echo Echo, so I urged him to jump and left the building with him in my arms. Afterward, we…" He trailed off, avoiding eye contact with his friends. They wouldn't think less of him for that fight, would they?

Looking back, Rook was ashamed. His comments had been said with the intent to hurt Ben. Whether or not they were true was beside the point — Rook never should have said them like that. He would take it all back if he could, but he couldn't. The damage had been done.

Kevin glanced up from the controls, shooting Rook a glare. "Look, dude, whatever it is that's so bad, you can stop freaking out about it. Unless you ended up killing someone, my experience has been that the Tennysons are pretty forgiving. Just spit it out before you make Gwendolyn pop a vein." He pointed to his frustrated girlfriend, though her impatience was quickly replaced by embarrassment. The look on her face made Kevin chuckle.

"That is very kind, Kevin," Rook said, ignoring the unimpressed scoff from Gwendolyn. His eyes drifted back toward the window, dropping down to glance at the navigator. He shook his head. "The truth of the matter is that… that…" Surprised, he turned to face the radar properly again. The beeping had begun to pick up in frequency. "Kevin. Are we nearing Petropia's smaller moon? I thought that our target was the larger one, Månsken."

"It is," Kevin said impatiently. "What, are you seeing something on the… instruments…" His eyes widened as he trailed off. There was silence as all three of them turned to the windows in shock. Then, quietly, Kevin muttered a fervent, "_Shit_."

It wasn't a satellite like they had speculated. There, in orbit around the larger moon, Månsken, was an enormous space station. It was easily fifteen miles across, made of intersecting capsules and forming the shape of an oversized "X." An additional several miles of attached components seemed to be nothing but solar panels, though it wouldn't have been surprising for those to retract and reveal guns and turrets in their place. It was abuzz with activity, surrounded by small maintenance drones and ships constantly docking and leaving, bound again for Petropia or deeper space.

Suddenly, Rook was _incredibly _grateful for having turned on the ship's cloaking device.

Next to him, Gwendolyn cleared her throat. "Well, on the plus side, I think that we can stop looking for where they're keeping Ben." She still had his jacket tied around her waist, but Rook didn't need to be able to detect mana to guess that the giant and expensive space compound was a safe guess.

"Yes," he acknowledged with a hollow nod. "The files on Petropia said nothing of any grant to construct a space station. It is obviously foreign."

"A little redundant there, Rook." With a frustrated huff, Kevin killed the ship's thrusters and stood up. He leaned over the Revonnahgander's shoulder, looking at the radar and then back out the window. "The real question is, how are we going to manage to track Ben down if he's on something like _that_? Gwendolyn isn't going to be able to track his mana in a place that's all metal." He glanced at his girlfriend. "No offense, babe."

Rook crossed his arms over his chest, sitting back with a heavy sigh. "This certainly complicates things," he muttered. What were they going to do? Ben could be anywhere inside of that enormous satellite. He asked himself if that changed anything, but the answer was a quick and decisive, "no." It didn't matter how many miles of metal that thing was made out of. They had faced tougher situations. Probably. "We need to scan it," Rook settled on. "Once we have found an opening, we will need to sneak in. From there, we can narrow our search. Ben will likely be towards the center of the craft, more protected from outside interference. It will also have to be heavily guarded and have a great deal of energy funneled into it. Any control room — a station so large is sure to have several — should help us in gathering this information."

"Good idea," Gwendolyn added in, "but where do we start? I know that Kevin's done a lot of work on the Rustbucket, but the shielding technology isn't a miracle worker. Once we get close enough, their scanners are going to pick us up, anyway."

Kevin nodded. "Yeah, and we can't really pull the old trick where we pretend to be a supply ship or something. If we park in their hanger, it's going to be pretty obvious that we're not supposed to be there. Not that I'm regretting the paint job, but…" He made a helpless gesture upward. "Well, bright green tends to be pretty noticeable, that's all I'm saying."

All good points. The search for some sort of loophole was starting to give Rook a headache. He let his eyes drift over the nearby moon. The station was orbiting closely, probably only one thousand miles away. He thought about landing the ship on the moon and having Gwendolyn launch them toward the station in a mana bubble, but they would run out of air long before they arrived and then there was the matter of the station's defense, which would certainly register them as a threat and destroy them.

The solution smacked Rook upside the head. He blinked as realization dawned, a grin slowly spreading across his face. He twisted around to look at Gwendolyn and Kevin. "I have a solution," he announced. "It is either the most ridiculous or most intelligent plan I have ever come up with."

They both looked taken aback, but then Kevin folded his arms across his chest and grinned. "You sound more and more like Ben every time I see you," he remarked.

Arching an eyebrow, Rook's smirk didn't fade. "I will take that as a compliment." Of course, at the mention of the person that they were trying to rescue, Rook grew serious again. "My plan is simple. We will land on the surface of the moon and, using Kevin's radio, contact one of the delivery ships requesting an emergency rescue due to a failing engine. When they arrive to assist us, we knock them out and take control of the ship to gain access to the station."

Silence.

Gwendolyn blinked. "That is the most idiotic plan that I have ever heard. And I've been working with Ben's idea of a "battle strategy" since he was ten."

"Totally stupid," Kevin agreed. Then, grinning, "We'd better hurry up and land this thing."

His girlfriend whirled around to look at him, expression a mixture of surprise and frustration. "You're not seriously considering that, are you? Like you said, we're bright green! It'll be obvious even at a distance that we're not working with them," she pointed out.

"True," Rook acknowledged with a nod. "But even so, they will have to investigate an enemy ship or send someone else to. It is smarter to take on one or two ships than face a space station that is likely armed to the teeth and filled with plenty of drones and enemy pilots. Not to doubt our fighting capabilities, but the odds would not be in our favor."

"Besides, it's not like we have a lot of other options. Do you have any better ideas, Gwendolyn?" Kevin asked. He was careful not to be snippy, but the unamused look on his face almost made Rook grin.

She was quiet for a moment, biting her lip thoughtfully. "Just… give me a minute," Gwendolyn offered weakly. Her concern for Ben must have won out over stubbornness though, because she said nothing as Kevin sat back down in the pilot seat and returned his hands to the ship's controls.

"Okay, well, you think on it while I land," replied Kevin.

The ship was jarred as the thrusters kicked back on. Rook buckled himself in, watching the space station grow smaller both out the window and on the radar as they moved closer to Månsken. The moon itself was, comparably, about the same size percentage as Earth's moon was. It was one of the few things in the Petropian system that wasn't peranite, being made of regular rock. Obviously, it had been launched through space from a different starting position and ended up caught in Petropia's gravitational pull. The second moon, Fengári, was completely peranite, though much smaller and devoid of life.

Gauging their landing was sort of a guessing game. It was difficult to know exactly what to do when they didn't know the rotation speed or gravitational pull of the moon — made abundantly clear as Kevin muttered and cursed over the controls.

A rough jerk forward nearly tossed Gwendolyn from her seat. She caught herself on the instruments, straightening up and sending their pilot an unimpressed look. "_Kevin!_"

"Sorry, babe!" He shouted back. "Dealing with some turbulence here!" As if to prove his point, the controls shook in his hand and the ship nearly turned on its side.

"Technically, it is not turbulence," Rook chimed in, though he was starting to feel a bit queasy. "This moon has no atmosphere, and so it is not possible for it to have a violent or unsteady movement, according to the definition of—"

"Yeah, not helping, Rook!" Kevin snapped. He flipped a few switches, only making the shaking of the ship worse. But at least no alarms had come on. "I think I can land us intact, but it's gonna be bumpy. Hang on to your seatbelts!"

"You _think_?" Gwendolyn shrieked.

The ship shook so badly that Rook felt his teeth vibrate. He held onto the seat, tensing reflexively as the ground soured up towards them. At the last second, Kevin pulled hard on the ship's steering, doing a near ninety-degree turn that had Rook's stomach jumping into his throat. They came towards the ground far too quickly, jumping and skidding like a stone over a pond as the friction of their wheels on the rock kicked up sparks and an impressive dust cloud.

When they finally did stop, Rook ended up bent over his seat. He probably would have fallen out, had he not been wearing a seatbelt. Gwendolyn didn't fare nearly as well, spilled out on the floor in front of her seat. She didn't look injured, but the unimpressed scowl on her face spoke volumes.

Kevin stood on wobbly legs, approaching his girlfriend with a hesitant smile. "Hey." He knelt down, offering her his hand. "Fancy running into you like this."

Despite herself, Gwendolyn smiled as she reached to take his hand. "Remind me again why I love you?" She sighed as she was pulled to her feet. Once steady, she brushed her hair back and dusted herself off.

Grinning, Kevin pretended to consider the question. "My charming wit? My devilishly good looks? Is it my undeniable, near god-like talent with machinery? Is it—"

"His sense of modesty?" Rook interjected as he got to his feet. His comment got a chuckle, but more importantly, it stopped the couple before they could get too distracted. They had been drifting closer to each other but, at the reminder of Rook's presence, an additional foot of space had been added between them. Pretending not to notice, Rook turned to the windows. He had to crane his neck to see the space station from where they had landed. "Kevin, your radio is functioning, is it not? We should use this opportunity to contact Magister Tennyson before we proceed."

Even as Kevin was reaching toward the radio though, Gwendolyn put out a hand to stop him. "Should we do it right now?" She asked. "I thought that we would wait until we checked out what's inside of there, that way we can update him on what's going on with Ben. As a best-case scenario, we'll have Ben here to talk to Grandpa about what happened himself."

Rook paused to consider it. As a Plumber, his first impulse was to report any change in the situation to his ranking officer. It bothered him that they had already waited to talk to Magister Tennyson for as long as they had. Given his recent experiences with Ben though, Rook was starting to wonder if following the Plumber protocol so religiously was such a good idea. Technically, he wasn't a Plumber anymore. When had those rules ever helped him out in the past, anyway? Time after time, protocol and regulation had held him back or failed completely. Half of the time when he and Ben had to deal with a crisis, it never went by the books. Maybe that was supposed to mean something.

On a personal note, Rook didn't think that giving Magister Tennyson more questions instead of answers was a good idea. The man was caught up in those same regulations that Rook so revered, so he wouldn't be able to enter Petropian air space legally, anyway. All that talking to Magister Tennyson would do was make him worry fruitlessly while they were in the line of fire. They could report Argyle, yes, but Rook had no physical evidence to offer and if Magister Tennyson started firing off accusations, that was an entirely new legal headache to deal with.

After a minute, he sighed. "Yes," Rook agreed somewhat begrudgingly. "We should leave this discussion for later and focus on the pressing matter right now."

"Glad we've all reached an agreement." Kevin rolled his eyes but seemed glad that they were moving forward with the plan. "I'll radio the nearest ship. And, since Ben isn't here…" He reached into a small storage space under the main console, pulling out a universal translator. He made a show of blowing the dust off of it. "Haven't had to use this baby in a while. Guess the Omnitrix can be pretty useful after all, huh?" He joked, unbothered by the lack of response from the other two people on board.

The universal translator — a compact, circular device of red and white Galvan steel — was set over Kevin's chest. He rotated the removable top portion to the right, turning it on with a quiet click. Satisfied, he reached for the radio.

It took a few minutes to connect to a frequency that the nearby ships would be able to pick up. After that, the hardest part was suppressing a grin as Kevin hammed up his acting. It was even funnier that the language they were speaking sounded like Earth insects to Rook. Kevin cried out dramatically, feigning hurt as he held a hand up to his forehead and swooned, nearly falling out of his chair in the process. Whatever he was saying though, it must have had the desired effect. Their conversation was brief, but it ended up with Kevin chuckling to himself as he cut off the radio connection.

"How did it go?" Gwendolyn asked. She had reclaimed her seat and, like Rook, was trying not to look amused in light of the situation.

Before answering, Kevin switched the UT off and set it back where he had had it. "Pretty well. I think those guys thought I was a chick or something, though. Guess my cricket-chirping was pretty high-pitched." He cleared his throat. "Anyway, I told them that we were attacked by a smuggler's ship entering this system and our ship was destroyed, so we had to commander theirs but the damage resulted in a crash landing before we could get back to the station."

Gwendolyn made a face. "That seems really convoluted. Did they at least agree to come help us out?"

"Hm? Oh, yeah," Kevin replied nonchalantly. "They offered almost immediately. I just wanted to mess with 'em." Seeing that Rook and Gwendolyn were equally unamused, he chuckled. "What? It's been a slow week."

There was a sigh of exasperation from Gwendolyn, but the three of them didn't waste any more time talking. They had a few minutes at the most until the ship that they called converged on their location. While Kevin locked down the ship and tucked away anything of value, Rook monitored the radar and Gwendolyn readied herself to knock the arrivals out as soon as they left their ship.

The silence was tense as the three of them stood rigid, afraid to so much as breathe too loudly. Rook didn't look away from the radar for a moment. His lips pressed into a thin line as he waited for the signal that something ship-sized was approaching.

Then there was a beep. A small dot appeared in the radar's second quadrant, moving steadily closer. Relieved, Rook let himself relax as he turned to look at Gwendolyn. "It appears to be a small cruiser. By my estimation, they should be landing in a minute or two. You should be waiting to greet them," he said with a faint smirk.

She nodded, grinning, and was quick to leave the flight deck. Kevin and Rook hung back. There was no sense in starting a brawl out in the vacuum of space — both for their own protection and out of consideration for whichever species had answered their call. The chance that they were capable of space survivability was slim and, personal ethics aside, Rook didn't much like the idea of seeing how _that _turned out.

From the window, the two hanging back watched the enemy ship come into a landing only slightly better than the one that Kevin had managed. As soon as they touched down, Rook ducked down and out of sight. Impatiently, he yanked Kevin down after him, ignoring his muttering about the floor being dirty.

"I wanted to get a look at them," Kevin muttered. He popped open one of the storage containers, shuffling around and searching for something as he continued to speak. "Those guys are Merlinisapiens. Figures. No wonder I didn't recognize their language — they're as obscure as it gets."

The name was vaguely familiar to Rook. Even so, it took him a moment to piece together where he had heard that species before. "Oh! Yes. Ben can turn into that species — he calls that form Chamalien."

Kevin snorted, biting back a chuckle. "Just… such an awful name…" He shook his head, sitting back with whatever he had grabbed safely in his pockets.

From the direction of the airlock, they heard Gwendolyn's shout of, "_Somnus_!" Even crouched down as they were, they saw the flash of pink through the windows as she worked her magic. Literally.

The two shared a look before Kevin shrugged and got to his feet. Rook followed.

"What do you think Merlinisapiens are doing in such a remote area of the galaxy?" He asked as they walked. "I remember hearing of a failed revolution on their planet. It seems odd that they would be concerning themselves with outside matters during such a turbulent time in their history."

There was a grunt of disinterest from Kevin. "Hell if I know, man. But you'd be surprised what some people are willing to do for a big enough paycheck."

Their conversation halted as they stopped so that Kevin could input the code for the airlock. It was often underused, but it seemed safer than swinging open the cargo bay doors. The airlock had the added bonus of containing space suits.

Gwendolyn was waiting for them there. "I took care of them," she said. "A group of three, but nothing that a sleeping spell couldn't handle. Are we ready to go?"

Moving past her, Kevin peered outside of the small window to glance over their surroundings. "Yeah, doesn't look like they've got any backup with them. Their ship's a pretty old model, but I haven't come across a ship yet that I can't fly." He paused. "Or, at least, that I can't crash in the right direction."

"That is encouraging," Rook sighed.

Still, there were few other options and not enough time to consider them. Rook didn't need a full spacesuit, considering that his armor encased his entire body. The main concern was something to cover his head. Thankfully, he always had an emergency fifteen-minute supply of air with the Proto-Armor and, while it wasn't used for long-term, he did have an air-tight makeshift head-covering of synthetic plastic that would do a decent job at keeping him from imploding. Maybe not for a long spacewalk, but Rook didn't doubt that it would hold up during their brief escapade.

While he was doing that, Gwendolyn and Kevin helped each other into out-of-date Plumber suits. They weren't on model with the more modern designs, but Rook figured that that would work in their favor. Again, Plumbers not from Petropia _technically _weren't supposed to be in the system. Rook already considered Ben's status as a Plumber iffy at best — Gwendolyn and Kevin were even more confusing as they were no longer considered active. It all came down to a matter of _technicalities_. Technically, what they were doing was illegal.

Technically, Rook didn't particularly care.

"Already, everyone nice and snug?" Kevin asked once he'd finally managed to squeeze into the spacesuit. When there was no response, he rolled his eyes. "Jeez, tough crowd. Brace yourselves for air pressurization." He walked clunkily over to the door leading outside, hitting the switch that would open it.

The door that led into the rest of the ship clanged shut and the air began to be suctioned out. The feeling was definitely bizarre, but not altogether uncomfortable. It was a quick process and, a minute later, the door slid open to let them out into the vacuum of space. Gwendolyn led the way, with Kevin hanging back so that he could shut and lock his ship.

Barely even thirty feet from the door, three unconscious Merlinisapiens were hovering in the air above their heads, dozing peacefully. They each had suits on, but Rook had doubts about how long they would last. Evidently, Gwendolyn agreed. Without needing to be asked, she waved her hand and formed a mana bubble around them, pulling them in close to make it as compact as possible. It was as thin as a sheet of glass but held them easily. The three of them continued to the supply ship without comment, letting Gwendolyn's "guests" trail along behind them.

Their airlock didn't have a lock the way Kevin's did. Instead, it had an old-fashioned hatch with a wheel that had to be cranked in order to open. It was heavier than it looked, taking both Rook and Kevin's combined efforts to eventually manage to pry it open. By that point, it was a relief to step into the airlock and take a deep breath without having to worry about slowly and painfully suffocating.

The look of the ship confirmed that, at the very least, it wasn't part of an organized mafia working under Argyle. It very much seemed like lone mercenaries and other low-life criminals had been hired as cheap labor. No surprise there — a satellite that huge would need plenty of help and Rook doubted that anything they were doing would be accepted by polite society.

"How long do you think they'll stay unconscious, Gwendolyn?" Kevin asked, nodding his head towards the Merlinisapiens.

She shrugged offhandedly, busying herself with tucking them neatly on top of each other into a small closet. "A few hours, at least. I made it stronger than I usually do as an added precaution. Who knows how long we'll be up there."

"Speaking of which," Rook spoke up as he followed Kevin to the flight deck, "how are we going to split this so that we most efficiently cover a lot of ground? Even if we split into thirds, there will still be around five miles of the space station for each of us to cover. That is a long way to go without being discovered."

Kevin grimaced. "Do we really have any other option, though?" He turned to look at Rook, his expression severe. "I'd rather be thorough and take a little longer than be quick and somehow miss Tennyson completely. In the long run, it'll let us help him faster if we do this right the first time."

From the open doorway, Gwendolyn let out a noise of surprise. Having just joined them, Rook doubted that she heard it all, but she heard enough. "Wow. Since when are you the rational one, Kevin?" She took a seat next to Rook. When Kevin didn't answer, choosing instead to start the lift-off procedure, she let him stay quiet. "I agree, though. It'll be a bit of a hassle, but I think that it will work out better in the long run. I'm just wondering how we're going to stay in contact during it." She bit her lip. "It's not like any of us have our Plumber badges."

"Oh. That reminds me, actually." Kevin let go of the controls to reach into his pocket. He pulled out the two objects that he had grabbed from his ship earlier when he and Rook were crouched down out of sight. They didn't look very helpful — little more than clunky boxes with dials and blinking lights. To Rook, it looked like a children's toy.

"Radios?" Gwendolyn seemed surprised. And she had every right to be because what Kevin was holding had to be the most low-tech thing Rook had ever seen in his hands.

Oblivious to this, Kevin grinned. "Yep. Military-grade, baby. These things have a range of fifty miles and twenty-two channels with one-hundred and forty-two privacy codes per channel." He let out a fond sigh. "Call me old-fashioned, but sometimes, nothing beats the classics. Also," he continued, "I don't exactly carry around back-up coms since it's never been a problem before. Picked these up from an old friend a few months back. I didn't think they'd be useful, but hey, guess it pays to shove shit into places I'm going to forget about, huh?" His smile fell. "But I've still only got two of them. Without Plumber badges, it's sort of the best we've got."

Rook was about to offer that Kevin and Gwendolyn take them, but she beat him to it. "You can take the second one, Rook," she said. "I can feel you both through the mana field if I need to."

"Really?" Rook frowned. "I thought that you had difficulty with that around machines."

Gwendolyn nodded. "I do, but there should be plenty of people on that satellite. Even if I have a harder time with it, I think that I'll still manage fine as long as I bounce it off of other living things. You both have a distinct mana signature. It won't be that hard," she assured them. "I'll probably be the one to find Ben first and meet up with you both after."

Though he had been about to lift off, Kevin took his hands off the controls again to turn to her. "You're sure?" He asked. "What if something happens? We won't be able to get to you."

"I can teleport far enough away that it won't be a problem," she reminded him. "Teleportation is a lot easier when I only have to take myself. If something happens, it's faster than fumbling for a clunky walkie-talkie."

Even if Kevin looked far from pleased, he thought about it for a moment before giving a nod. His expression softened. "Just be safe." Of course, he immediately turned away before Gwendolyn could respond, but they were both smiling as the engines started up in earnest and their borrowed ship began to leave the ground.

For his part, Rook politely looked away while they had their moment. He stared out the window, wondering what Ben was doing at the moment. He concluded that the hero was probably doing something snarky. The mental image of him snippily telling Argyle to invest in some mouthwash, not seeming to care if he was tied down or not, managed to bring a smile to Rook's face. Not that it lasted very long. His thoughts were still clouded with worry.

A quick peek in the back of their ship revealed that the Merlinsapiens had apparently been delivering weapons. Kevin was quick to identify them as photon blasters and, without looking away from the controls, informed Rook that the best way to ruin them was simply to invert the power sources. It didn't take that long, but even if it had, Rook wouldn't have minded. He was in no position to issue a formal arrest towards anyone for possession of said weapons, but the next person to pick up a blaster was going to get a nasty surprise.

After that, Rook used the scanner on his Proto-Tool to try and locate Ben's Omnitrix signal. He didn't tell Gwendolyn or Kevin, but the scan came back with nothing. It made him worry. The only reason that there would be nothing is if the Omnitrix was off, broken, or if Ben had… But that was ridiculous. Rook shook the thought away and tried to focus.

With their new ship, entering the space station was as simple as flying towards the entrance. No one stopped to question them, other than the person operating the heavy doors to the aircraft hanger. Luckily, the ship's radio came with an added-on universal translator, likely necessary depending on how many different species were working at the station. Gwendolyn chatted amicably with the person on the other end for a minute before informing them that they had the green light to enter.

As Kevin maneuvered them closer to the entrance, Rook took the opportunity to speak up. "We should split the station into thirds," he remarked, eyeing it thoughtfully. They were close enough at that point that he could no longer see all of it. "There is a top, a middle, and a bottom. If we divide it this way, I think that I will take the middle."

There was a brief pause while Gwendolyn and Kevin shared a knowing look. After a moment, the Anodite shrugged. "Alright," she agreed. "I'll take the bottom. Kevin, you don't mind taking the top, do you?"

Her boyfriend shook his head, shooting a smirk at her over his shoulder. "When have I ever?" He teased.

If it was supposed to be a joke, then Rook didn't get it. Evidently, Gwendolyn did — she scowled, turning red, and flicked him upside the head with a small mana construct. All that it did was make Kevin laugh.

The ship lowered carefully into the large hanger. The door slid shut at an achingly slow pace behind them, shutting out the vacuum of space. Even once it was closed, Rook didn't let out the breath that he was holding. It was the moment of truth. He was fighting not to reach for his Proto-Tool. But instead of an alarm going off or the sudden sound of laser fire, all that happened was air gradually began to filter into the hanger. Once the air balance was the same as it was in the rest of the station, the doors in front of them slid open. Carefully, Kevin directed the stolen ship forward. Only then did the three people in the cabin remember how to breathe.

In the proper hanger itself was dozens of other ships, smaller or bigger or nicer or worse than theirs. One looked like it was falling apart, towering over them and practically shaking over its own size, while there was a tiny two-person craft that looked new off the showroom floor. A few of them seemed to have passengers, but no one gave their little weapons' ship so much as a glance.

"How are we going to leave the hanger?" Rook asked with a frown. "As many aliens as there are on this station, humans and Revonnahganders are not known for going very far from their planets. We will still be noticeable." He looked around for any cameras. People didn't typically put surveillance in the hanger bay, but Rook doubted that the people in charge were very trusting individuals.

They came to an easy stop as Kevin tucked their craft into a little corner. He considered the question for a moment, eyes taking in their surroundings before he pointed forward. "Bingo. Air filters." Sure enough, about a hundred feet from them was a removable grate far off the ground. "They look pretty sizeable. Guess having a huge station makes that necessary, though."

Gwendolyn stood up, walking over to see out over Kevin's shoulder. She grimaced in distaste but didn't protest. "It's our best bet. Those things are bound to go all over this station. If _that _doesn't lead one of us to Ben, then…" Unwilling to finish, she trailed off.

"We will find him," Rook said firmly. "And if we cannot, then Ben will find us. He has managed impossible situations in the past."

"Yeah," Kevin chimed in. He reached behind him to take Gwendolyn's hand, twisting around to look her in the eye. "You should know better than anyone how tough your cousin is. Don't worry so much about him. Let's just focus on helping him out as soon as possible."

That brought a smile to Gwendolyn's face. She leaned down, pressing a kiss to Kevin's cheek. "I'm going to retract the question that I asked earlier," she said fondly. "I remember now why I love you."

Unlike before, Rook stayed quiet. He let Gwendolyn and Kevin have a few moments to each other. Thankfully, they didn't drag it out or forget what their goal was. Kevin gave her hand a squeeze and that seemed to be enough. Gwendolyn pulled away, turning to the ship's door.

"Alright," she muttered, cracking her neck. "I'll go first. Good luck, you two." There was another pause as Gwendolyn looked between the both of them fondly, but then she stepped into the airlock.

It didn't have to change pressure given that they were already in a stable environment, so a minute later, Gwendolyn was darting across the open hanger, sticking to the shadows of other ships. Once she was beneath the air shaft, she lifted herself up to its level with her mana and pried it open with ease. Giving one last wave over her shoulder, Gwendolyn ducked inside and was out of sight.

"Here," was the only warning Rook got before Kevin tossed him one of the handheld radios. He managed to grab it only thanks to years spent developing fast reflexes. "You go next," Kevin told him, getting to his feet. "I want to do some things with this ship before I head after you both." Seeing the look on Rook's face, he added, "And, no, it's nothing illegal. I'm just going to make sure that we'll have a ride when we get Ben out of here. I didn't want to say it in front of Gwendolyn, but…" His expression turned severe. "We both know that there's no guarantee he'll be alright when we find him. If he hasn't busted out and blown this whole place to kingdom-come yet, there's a good chance that he's probably hurt. Or dead."

Rook was quick to shake his head. "He is not dead. If he was, Gwendolyn would have felt it long before we arrived here."

His comment didn't seem to help. If anything, it made Kevin more upset. "Still," he said instead of arguing the matter, "you go on ahead, Rook. The middle's the best chance of finding him. But you already knew that when you signed up for it, didn't you?"

Standing up, Rook chose not to answer. He started over to the airlock. "Technically, I am not a Plumber at the moment. There are many modifications that can be made to a starship to increase the speed that are considered illegal." He paused. "As long as I do not have to assist, I see no reason why I, an average civilian, would need to inspect your engine work."

Kevin blinked, confused, but then a grin slowly spread across his face. "You know me," he joked. "I'd never _dream _of touching this baby. But while I'm busy not doing that…" He gestured pointedly to the exit.

Good-naturedly, Rook rolled his eyes but took the hint. There wasn't a heartfelt goodbye or a meaningful glance between them. Rook shut himself into the airlock and didn't look back. He turned the radio over in his hands while he waited before tucking it into one of the bigger pockets on his Proto-Armor. He felt himself relax as a mission mindset began to take over his higher thinking.

Stay hidden. Find Ben. Leave unharmed.

Simple.

The door slid open and Rook inched out, glancing at the walls for anything that could be a camera and watching the room around him for any warning signs of movement. His ears twitched but, when there was no sound aside from the whir of machines, Rook darted over to the same air vent that Gwendolyn had used. It really was quite large, able to fit the width of Rook's body with barely enough room to turn around. He reached it with a single high leap, grabbing the vent cover and prying it open.

Unlike her, Rook didn't bother looking back at the ship. He let the vent clang gently back into place behind him and, without hesitation, started forward. There was so much that he wanted to say — that he should have said before — but Rook pushed those thoughts away and focused. There would be time to apologize once he was certain that Ben was alive.

* * *

**A/N: Yeah, kind of a slow chapter, but we've got character stuff going on. The espionage shit is all up next!**

**Chapter Nineteen: **_**Just Around the Corner**_


	21. Just Around the Corner

Cramped in the ventilation shaft, Rook didn't have much to do other than think and crawl. It was mostly pitch black, save the slivers of light that sometimes illuminated the way forward. The air was dust-clogged and smelt stale, giving the strong impression of being underground. He would often pass by openings and grates that he could peer through, but none of them offered anything that he couldn't gather from a passing glance. There were long hallways, rooms full of blinking lights and dials, sleeping quarters, aliens chittering about who knew what… None of it was terribly interesting. And none of it was related to Ben.

Hence, where the endless thinking came into play.

Rook didn't often worry about Ben. Why would he? For every tough situation they found themselves in, there were at least three instances of Ben working his way out of harder ones. They risked their lives for the Plumbers almost daily without needing to be asked but, somehow, it was easy to forget that Ben could be as vulnerable as anyone. With his Omnitrix deactivated, it probably wouldn't be hard for someone to kill him, especially if he was unconscious or tied down — which he would be if his kidnappers had any sense. Thinking like that was what fueled Rook to ignore his burning muscles and the dust in his lungs and continue to push onward.

It was so unfair, he thought. Ben had given up so much to help people in the past, often without being prompted or asked. He should have had an entire army willing to storm the satellite for him. Instead, he got a planet full of ungrateful imbeciles and a rag-tag group of three who didn't even have a solid plan.

The universe was never fair, and Rook understood that — still, he couldn't help but feel that things had taken a turn from _unkind _to _cruel_.

He continued forward quietly, purposefully, inching toward the voices up ahead. Normally, Rook wouldn't have thought much of people talking, but something about the voice gave him pause. And then he realized why — Rook _recognized _the voice speaking. He was almost close enough to understand what was being said. Swallowing his anxiousness, he moved slowly, not wanting to alert them to his presence.

"...don't understand his train of thought," the Nemuina, Murowa, was saying as Rook carefully peered down through the grating. He didn't want to risk being seen but, by the same token, he was eager to soak in as many details about the room she was in as possible. It seemed to be a work lab, covered wall-to-wall in counters stacked high with half-finished projects, scrap metal, exposed wiring, and sloppy blueprints.

She wasn't alone. A Pugnavore that Rook didn't recognize was leaning against a workbench across from her. Their body language spoke of ease and trust. Clearly, they were allies.

"Does it matter?" The Pugnavore asked with a grin. "I know that it forces your experiments to an end in this one area, but think of the benefits. We'll cover all evidence that anything even happened here _and _the value of our product will skyrocket with any and all competitors finally out of the mining business."

"He's rushing me for no good reason," Murowa argued. She tossed her head back and groaned in frustration — Rook barely managed to duck out of the way before her eyes trained on the ceiling. "We don't even know if the solution with the Omnitrix is going to work yet. I had been hoping for some time to poke and prod at it, but I can only do that whenever Argyle isn't up my ass about _his weapon_." She snorted. "Honestly. Having me do all the work, yet he still has the nerve to call it his."

In true Pugnavore fashion, the male's antenna were switching and the pleased smile on his face only widened. If Murowa knew that she was being fed off of, then she didn't care. "You two have always done this," he sighed. "Ever since the Academy. Honestly, sometimes you two seem more like an old married couple."

That comment got him a flick of dust from Murowa. It wasn't enough to knock him out, but he had to blink hard a few times and shake his head to keep from dozing. "Watch yourself, Diavik," she warned. "We've been over this. I don't want to be reminded of that _or _the Academy."

His smile tightened somewhat but Diavik otherwise seemed unbothered by her comment. "I know you feel rushed," he said, smoothly changing the subject, "but he does have a good reason. He's been stalling Magister Tennyson for as long as he can, Murowa. We only have so long before the Plumbers grow suspicious. When that happens, it's best that we be as far from here as possible. Andromeda isn't exactly close, even by FTL standards. They'll need their hands full with something else if we're going to make a clean getaway." He smirked, chuckling. "But then, you knew that. You just like to complain about Argyle."

Murowa scowled. "If you want to be helpful, stop trying to be a shoulder to cry on. You're awful at it. Why don't you pay a visit to our _guest _and bring back that dampener I strapped to its wrist? I need to study the readings more closely if I'm ever going to make any progress on that weapon Argyle so desperately wants. _And_," a sick smirk spread across her face, "maybe I can use that data to _my _benefit, too."

Was she talking about Ben? The way that she so flippantly referred to the Hero of the Universe as "it" made Rook feel a little queasy.

Crossing his arms, Diavik frowned, showing displeasure for the first time. "Why should I do it? It's your experiment. I thought that you liked stopping by to see it, anyway."

"I do," Murowa agreed with a nod, "but I don't want to keep doing the back and forth. I have things that I need to set up here. It's not like you have anything to be doing right now. Besides, you're looking a little thin. Surely the incessant dramatics offers some form of snack for you?" She urged.

That must have been the right button to press — Diavik's antennae twitched and he looked to be suppressing a smile. "Alright," he agreed after a moment of deliberation. "I'll be back with it, then. And you're sure that removing it won't allow the tracking features to come back online, aren't you?"

"Positive." For all her reassurances, Murowa already looked uninterested again, moving to tinker with something on the workbench. "What do you think the force field is for? _Looks_? I designed it specially myself, just for this. I'll be here when you get back, Diavik."

Despite their seemingly equal status, it was a dismissal if Rook ever saw one. The Pugnavore nodded and said nothing else, leaving the room.

Rook's heart lept into his throat — he couldn't believe his good fortune. This meant that Ben was close. More than that, actually, he was likely only a few rooms away. Moving as quickly as he could without making noise, Rook turned and did his best to follow Diavik through the irregular grates that let him see through the vents. He followed the Pugnavore down two short hallways before he came to an elevator. Under his breath, Rook cursed, but focused on what level the man was getting off on. Thankfully, it was only two blocks up.

Before Rook could start navigating the perfectly vertical climb, the loud whine of static from his pocket nearly made him jump out of his skin. He panicked, grappling for the radio that he had stashed there. It took a few tries to find the switch that answered the incoming connection. He managed it though, cracking the volume down as far as it could go. His thoughts were still on Diavik, but Rook couldn't trail him and talk at the same time. Instead, he moved away from the vents, praying that Kevin's check-in would be brief.

"_You getting this, Rook?_" The crackling voice of the Osmosian reached his ears, barely louder than a hiss. "_You remember those missing Petrosapiens you told me and Gwendolyn about? Yeah, I think I found them._"

A pause. Rook didn't know what to say. His mouth opened and closed uselessly, struggling for a moment before he weakly managed, "I am sorry. Can you repeat that?"

"_I don't think I found all of them, though_," Kevin continued. Either he hadn't heard Rook or, as the breathless undercut of his tone implied, he was trying not to outwardly react to something horrific. "_They look in pretty bad shape… God, these conditions are just awful. It doesn't seem like there's any more than one thousand or so in this massive pen, though. The rest are probably being held somewhere else or in other rooms._"

As rare as it was, Rook found himself well and truly at a loss for words. He sat there dumbly, crouched in a ventilation shaft and covered in dust and a light sheen of sweat. Rook had never felt so unheroic. He didn't know how to respond to that. He wondered, ever so briefly, what Ben might have said if their situations were reversed.

He didn't come up with an answer, but the reminder of his (ex-)partner spurred Rook back into action. "We cannot evacuate them," he said, painful though it was to admit. "We will have to leave them until a later date when they can be safely returned to Petropia."

Kevin made an unhappy grunt. "_Hey. I know it's not easy. But we'll be back when we've got the resources for a mass evac._" He paused. "_By the way, that's the one and only time I'm going to act as any form of emotional support. Ben's better at this shit than I am, not that it's really saying much._" Even without being able to see each other, Rook could tell that Kevin was smiling. Neither of them was eager to admit it, but Ben had an influence that the hero would probably never be fully aware of. "_I'm still going to see if I can sabotage whatever setup is going on here,_" Kevin informed him. "_None of these guys look like they're in a position to fight, but that doesn't mean they've got to suffer while their rescuers get their act together._"

"That sounds reasonable," Rook agreed. The tightness in his chest lessened some. "I have a possible lead on Ben. I will call you back when I have investigated further." And, if all went according to plan, _after _he had the human safely back on their stolen spacecraft.

"_Good luck_," was all Kevin said before cutting their connection. Still, it was the genuine intention behind those two words that had Rook continuing with renewed vigor.

Ordinarily, climbing straight up through a thin metal encasing without making noise would have taken a while. And while Rook wasn't one for blowing his cover and indirectly leading to the discovery of himself or his teammates later down the line, he was well-aware of how much time he had wasted on that talk with Kevin. He was meant to be following Diavik but he couldn't exactly do that if he lost track of the Pugnavore.

So it was with no easy decision that Rook removed the Proto-Tool from where it was over his shoulder and launched the grappling feature above his head. It soared into the darkness swallowing his path, hitting the top with a dull clang. Maybe it was Rook's nerves, but the noise that it made seemed far too loud. It was better than the noisy thudding that would have followed if he had tried to climb, but that didn't make him feel any better about it. He waited in case someone had heard and come to investigate, but only stopped for a second.

Almost soundlessly, Rook pulled himself up. He didn't go directly to the top, only needing to go two levels. He peeked through the grates that he passed to try and gauge where he had ended up. They weren't spaced very evenly. For a few heart-pounding seconds, Rook was worried that he had missed Diavik or the floor he needed to be on entirely, but then a flash of green caught his attention. It wasn't Ben, but the sleazy suit that disappeared around the corner was undeniably Davik's.

Rook relaxed (as well as he could given the situation, anyway) and swung himself over to the level that he needed to be on. He released the grappling function and it automatically retracted, tearing the grating above his head further and providing an extra burst of light. He grimaced but Rook wasn't about to stay around and see how _that _played out.

He moved quickly but efficiently, doing his best to follow Diavik. Whoever designed the layout of the air vents must have done so as inefficiently as possible. Often, Rook would be unable to follow directly or lose Diavik completely and have to backtrack to a grating that he had already passed. It was a workout to be sure, but Rook barely noticed how tired he was getting. All he could focus on was how _close _he was.

The whole situation gave Rook unpleasant flashes of when Ben was kidnapped by Albedo and Khyber. Their partnership had still been relatively new, then. Still, regardless of how Magister Tennyson insisted that none of it had been Rook's fault, it hadn't kept back the acidic taste of guilt in his mouth. He had hated that experience — it was one of Rook's most unpleasant memories from working with Ben, not that it was the hero's fault. But there was something horrible and terrifying about feeling that hopeless: working so hard only to come up empty, to chase his thoughts in circles with "_what if?_" scenarios that made his worry skyrocket, the dread carving a pit in his stomach with every minute that ticked by because it was another minute that Ben could be hurt or dead or _worse_.

He didn't want to use the word "desperate," but the desire to find Ben was potent. Rook blamed himself for his friend's capture, exactly like the last time. He didn't want it to end that same way, arriving mere minutes before Ben would have been killed.

When Diavik stopped in front of a secured door, Rook felt his heart skip a beat. _Finally_.

There were no less than three cameras trained on the door. Diavik had to scan his thumbprint and have and ocular examination before being allowed to insert a key and unlock a small number pad. Rook didn't catch what the code was, but he didn't care. He could see light pouring in through the grating up ahead and crawled over to it.

The sound of a familiar laugh stopped him. For a second, Rook forgot how to breathe. He only snapped out of it when, instead of speaking, Ben's voice mumbled and grunted something that he couldn't make out. Was he _gagged_?

Slowly (holding his breath, afraid of even a hair twitching and giving away his position), Rook pulled himself forward. He blinked, peering down into the holding area beneath him.

The room was built like a cylinder, completely smooth walls with no visible seams. Cameras were embedded in the wall, catching every possible angle. Smack in the center, directly beneath the Revonnahgander, Ben was strapped to some sort of examination table. Seeing him alive and (mostly) well, flooded Rook with so much relief that it was hard to describe.

Despite his initial excitement, it quickly became clear that Ben was not doing as well as his bravado implied. He was wearing the same clothes that he had been the last time Rook saw him, but they looked torn and stained in some places. The bandages from before were gone, exposing the yellow and purple bruises covering his body. Obviously, Ben hadn't been handled very gently. Instead of a traditional gag, there was some sort of latex-like material encircling his jaw. It seemed doubtful that he was capable of even opening his mouth, let alone speaking. He was strapped to the table with thick metal cuffs, holding his wrists above his head and keeping his body spread in an "X" shape. In addition to locking his hands and feet down, they had cuffs around his waist and neck. The most worrisome part was the IV drips in Ben's left arm. There were three in total, thin tubes that disappeared into the veins of Ben's forearm and led back to a clunky-looking machine. Rook wasn't sure what the purpose was, but given how Ben was pale and covered in a sheen of sweat that was visible even at his distance, it couldn't be good.

Diavik hummed, drawing Rook's attention back to the other person in the room. "It remains as stubborn as I've heard," he remarked in a clinical tone, so detached from the situation that it was worrisome. "Despite countless warnings not to, it continues to pretend that it has any chance of escape. Maybe it developed the urge to be as obnoxious as possible as a defense mechanism."

It was unpleasant to listen to him speak about a living person like that. Evidently, Ben agreed, his face scrunching up in displeasure as he mumbled something that wasn't discernable.

That time, his attempted remarks went ignored as Diavik turned to the workbench positioned close to Ben. Like the other ones in Murowa's personal work area, it was covered in tools and papers. He seemed to be searching for something, which was all the opening that Rook needed.

But as the Revonnahgander reached over his shoulder for his Proto-Tool, Ben suddenly leaned his head back and made eye contact with him. There was an almost comical moment where he couldn't seem to decide if he was hallucinating or not. Tentatively, after a solid minute of staring at each other, Rook lifted his hand to wave. Ben's only response was to blink, wanting to say something that he couldn't voice.

Having his attention was nice, but Rook didn't let it distract him from his goal. He grabbed the grate, gradually beginning to lift it and move it out of the way so that he could drop down for an impromptu rescue.

Rook almost fell over when Ben suddenly tensed and jerked against his bonds, shouting against the gag muffling him.

It took an enormous amount of willpower not to drop the grate. The only reason that Rook managed to hold on so tightly was that he knew that doing so would make a noise like a gunshot in such a quiet, open room.

Below, Diavik had a perplexed look on his face. There was a tool grasped in his hand that Rook didn't know the purpose of. It looked like it could be painful, but whether it was or not, Ben was very much looking at _Rook _when he made that command. His eyes flickered with a silent plea, exclusively for his friend, before his gaze was dragged back over to Diavik by a short, mocking laugh.

"I haven't even touched it yet," he scowled. "What a noisy specimen." Without further comment, he leaned over the examination table and clamped the device in hand over Ben's Omnitrix. It was only then that Rook noticed something unusual about the cuffs encircling his wrists — the right one was normal, but the left one had a deliberate hole in it where the Omnitrix dial could still be accessed. It didn't do Ben a whole lot of good while unable to reach his wrists.

Unconcerned with Ben's attempts to squirm and spit out curses, Diavik clamped down on something attached to the Omnitrix instead. Rook watched with interest as a little metal box was peeled off of the watch face. Finished, Diavik mockingly patted Ben on the cheek. "There. Not as bad as it likes to pretend, hm?" He smirked, pulling away to drop the tool on the table before walking away.

The whole time, Rook had been waiting for Diavik to leave so that he could drop down to help Ben. He had assumed that was why the hero had stopped him from acting sooner. To his surprise, instead of walking directly out the door, Diavik paused about five feet from the exit. He reached his hand out, touching some sort of force field. It shimmered, revealing a barely-noticeable dome that surrounded most of the room. Reacting to Diavik's touch, it flickered out of existence, allowing him to step through and out the door unhindered. Rook must have missed that while he was moving from grate to grate. He remembered Murowa mentioning a force field, but he hadn't been expecting _that_.

Begrudgingly, Rook had to be impressed. They really _had _thought this through.

The only positive was that Diavik had finally left. They were alone — not counting all of the cameras, anyway. Rook waited a minute, straining to hear any sign of their enemy returning. When he heard nothing save for his heartbeat, Rook let out the breath that he had been holding and carefully started to remove the grate over the air vent again.

That time, Ben didn't try to stop him. He watched with intent, confused eyes but held himself perfectly still. When his gaze flicked to the side, Rook frowned in understanding. Right. The cameras. The whole situation had become a lot more complex than he initially thought.

He bit back a sigh, thinking for a moment. There was a chance that the cameras could pick up sound, but Rook doubted that any microphones would be positioned close to the ceiling. It wouldn't be beneficial. Even if his voice was noticed, what other choice did Rook have? His hands were tied, though not quite as literally as Ben's.

Mind made up, Rook settled himself down on his stomach over the opening. Seeing that he wasn't holding the Proto-Tool, Ben relaxed some. There were mixed emotions on his face, but Rook hadn't risked his life to break into this place to hash out emotional drama that they could handle at home.

"Ben," Rook hissed as loudly as he could get away with. The human's frown tightened, which Rook took to mean that he had been heard. "I am going to ask you a few questions. Blink once for _no _and twice for _yes_. Do you understand?"

He arched an eyebrow, caught between annoyance and amusement. Had he been able to speak, Rook had no doubt that Ben would be delivering an appropriately snarky response. In a way, it felt disappointing to be greeted only by silence as Ben blinked twice.

It wasn't much, but it was a start. First and foremost… "Do you think it is possible for me to retrieve you at this time?" Rook asked. He hoped that the answer was yes.

There was a pause, Ben's brow furrowing as he thought. He glanced around, tugging on the clamp holding his left wrist, and went limp again, mentally running through his options. As much as a "no" would disappoint Rook, he wouldn't try to defy whatever decision Ben ultimately came to. He trusted his partner's strategies or, at least, that there might be something greater going on that Ben wanted to stick around for.

Another minute passed before Rook got his answer and sagged in dismay. One blink.

It left a bad taste in his mouth to know that he couldn't do anything. Rook wasn't used to feeling helpless. As much as it angered him, having gotten a glance at the way these people treated Ben, he stayed firmly put in the vents and made no move to grapple down. That wouldn't be happening at least until he could disable the force field.

"Alright," Rook mumbled to himself. It was fine. He could work around this development. To Ben, he continued his line of questioning. "Do you have any idea what they want with you?"

That answer was faster — Ben blinked once, grimacing.

The situation was a perplexing one. Not to be blunt, but Rook couldn't understand why Ben was still alive. If they wanted the Omnitrix, as it appeared they did, they would have tried killing Ben or at least removing it. Doing so would have rendered the device nonfunctional, as the finished Omnitrix responded to Ben and only Ben, but there was no way that their enemies could have known that. And if they didn't want the Omnitrix and they wanted Ben instead… why? To what benefit? They were tampering with the watch, not the human. Although, those IVs in Ben's arm made Rook visibly displeased.

Next goal, then. Kevin's distracting radio call flashed to Rook's mind. "Do you know what they're doing with the missing Petrosapiens?" He questioned.

Another easy answer and another frustrated _no_.

There were other things that Rook wanted to ask, but all of his queries would require more than a simple yes or no. He didn't want to leave Ben but, frankly, he wasn't going to get anything done by crouching there in the vents. Besides, the hero was starting to look vexed. Rook knew that he didn't like feeling cornered and it showed on Ben's face. Had he the strength, there wasn't a doubt in Rook's mind that Ben would have torn out of his bindings and started smashing holes in the walls, consequences be damned.

Unfortunately, now that Rook knew the Petrosapien victims were on board, consequences were weighing heavy in the back of his mind. How was he supposed to get everyone out alright? He wondered, had their positions been reversed, if Ben would have had a plan. He likely would have — even if no one liked to give him the credit for it, Rook had continuously been impressed by Ben's wit and ability to think clearly under pressure.

It wasn't much of a plan, but Rook did have one idea. If the Petrosapiens were on board, he could get the rest of Arkein to back him up and launch an attack. There were too many to sneak aboard but, even if Rook didn't know how many soldiers were in the resistance group in total, he doubted that it would be enough to stand in opposition to such a massive force.

There was a burning thought in the back of Rook's mind — the start of inspiration. There wasn't a plan (yet), but it brought an unusual wave of energy to the Revonnahgander. He had much to accomplish before he wanted to leave the space station.

He went for his Proto-Tool again, drawing a muffled protest from Ben as he narrowed his eyes at Rook chastisingly. Instead of turning the tool into a weapon or grapple, the Revonnahgander switched to a rarely utilized mode. A camera.

"As evidence, I would like to take a photo," Rook explained. "Are you against this, Ben?"

Despite his noticeable hesitation, it didn't take long for the human to blink once. _No_. Grateful, Rook smiled and limited himself to one photo. He knew that Ben hated to appear vulnerable, but other people would need to see this. At the very least, Rook could keep Ben's humiliation to a minimum. It looked like he'd had enough for one day. The other pictures that Rook took were of the room itself and the workbench set-up near Ben.

It wouldn't help Ben or the Petrosapiens get off of the satellite, but Rook did have a plan. It was stupid and reckless and had a slim chance of success in combination with a high chance of getting himself caught.

A smile came to Rook's face at the thought: _Ben would approve. _

Instead of wasting time by explaining himself, the Revonnahgander's expression softened as he put his Proto-Tool away and made eye contact with Ben again. "Will you be alright by yourself?" He asked.

That earned Rook an eye roll and Ben was quick to smirk and blink twice. It did something funny to Rook, making his chest squeeze with fondness that he'd only felt directed at his younger siblings. As sore and tired as he obviously was, Ben's eyes practically twinkled as he tilted his head to the side, as though to say, "_Come on, Rook, who do you take me for? I'm Ben Tennyson!" _

Rook chuckled. They'd only been separated for a little while but he was surprised by how much he had missed Ben. Then again, considering what their relationship had been like for the days leading up to this, it wasn't too shocking.

"Hypothetically," Rook began, "if I were to drop something onto that force field, would the result be enough of a distraction to keep Murowa and Diavik busy for five or more minutes?"

He didn't need Ben to blink to know the answer to that question — the grin that came to his face was enough. It looked difficult to grin with how tight that face-hugging gag was, but if it hurt, Ben gave no indication of it as the two friends shared a silent laugh.

Reaching down and feeling for the pockets in his armor, Rook's hand came back a moment later with a penny gripped between his thumb and forefinger. He had meant to clean out his pockets before they left on their trip, but Rook was sort of glad that he hadn't. The spare change from his last visit to Mr. Smoothy's with Ben had actually come in handy.

It felt odd to be nostalgic over a blended beverage, but Rook remembered Ben excitedly handing him a handful of crumpled dollar bills and telling him to buy as many flavors as he could in preparation for the time that they would be spending away from home. It had made Ben sick to his stomach by the tenth one but, as determined as ever, he hadn't given up until every last cup was empty. It was almost awe-inspiring, in a horrifying way. The memory brought a smile to Rook's face as he diverted his attention downward once more.

When it was all over, they would get a smoothie together again. Rook's treat.

"Ben?" He spoke more hesitantly than before, searching for the words. After a moment, he said, "Gwendolyn and Kevin are on this station as well. They arrived on Petropia not long after your kidnapping, sent by Magister Tennyson to search for us. I want to tell you that, though I cannot be of much help today, we will not be abandoning you. We will be back. Alright?"

The surprise on Ben's face quickly vanished, taking this information in stride. He stared at Rook then, in an action so quick that he could have missed it, Ben gave a jerk of his chin.

It wasn't a nod or a blink, but it was answer enough. Rook smiled, holding up the coin and preparing it to drop. There was much that he wanted to say. Another apology, in case this reunion was their last. A genuine burst of affection, even though Rook knew that Ben wouldn't have wanted to hear it. A promise, because Ben deserved one. None of it made it past his lips. They were choked back down and, trying to look confident for both of their sakes, Rook dragged the grate back into place. He slipped the coin in between the cracks and let it drop.

The reaction was immediate. Even as Rook turned to head back the way he had come, he felt the vents tremor and spark as electric pulses exploded outward from the force field below. An ear-piercing alarm began to blare. Again, he was dimly impressed by Murowa's craftsmanship. How long had this plan been in the works for it all to be so intricately designed?

As awful as Rook felt leaving Ben behind to deal with whatever questions were lobbed his way, he knew that it had to be done. If everything was going to work out alright in the long run, they needed answers. Rook only hoped that, because they clearly needed Ben alive for whatever reason, they wouldn't be hard on him. The thought was cold comfort, but it was all that Rook had to hold onto.

He made use of the hole that he had left in the vents from before to quietly lower himself back down to the floor that Murowa's research center was on. He thought for a moment that he might have overestimated Ben's personal importance to her, only to be relieved when Murowa came swinging by the grates with Diavik in tow, fumming as she raved in her native language. He didn't stop to watch them through the grates but he did quicken his pace. Rook wasn't going to waste the slim opportunity that he had.

Once he circled back around to Murowa's office, Rook took a moment to make sure that it was empty. Not another living being in sight, just as he had hoped. Carefully, he slid the grate covering out of the way and dropped to the ground below with a near-silent thud. The only question was where to start. There was a lot to sort through.

After a moment's thought, Rook naturally gravitated toward the papers written in English. Many were in the Nemuinan script but, as he remembered Tetrax mentioning that it was notoriously difficult to learn, he assumed that English was an intermediary language that they were using so that all of the different alien species on board could have some sort of middle-ground. Humans were made out to be a joke among other aliens species, but English itself was known for being a relatively simple language that was easy to learn and most alien vocal cords could handle the basic noises. Universal translators couldn't help with handwritten text, unfortunately.

The one that Rook had selected at random appeared to be blueprints for a rocket propellant. It was an interesting design but it wasn't relevant to what he needed. Rook set it back down and moved on. He found all sorts of schematics: hardware for a supercomputer, a device that drew energy from a star core, high-propulsion water jets. Most unusual was a set that was more artistic in nature, displaying different sorts of molds. Rook thought about what they could be interested in casting but came up with nothing. Finally, after a heart-pounding minute of searching, Rook found what he wanted. The blueprints for the force field.

To his luck, they were written in English. Someone else must have constructed it while Murowa focused on other projects. Rook glanced at it but didn't stop to read. Instead, he took his Proto-Tool and photographed it to be poured over later. He found something written in Nemuinan that looked like the clamp that had been stuck to Ben's Omnitrix, so Rook took a photo of that, too. At the very least, Tetrax might be able to give them some idea of what it was.

It had been two minutes. Rook doubted that he would have much longer.

He turned his attention to the large computer dominating one side of the room. For a moment, he debated trying to hack it but when he noticed that the monitor was still on, all bets went out the window. He moved over to it and was pleasantly surprised to find that the computer had been left unlocked. Murowa wasn't stupid, so either she was over-confident or Ben was so urgent that she couldn't be bothered to lock her computer before going to check on him.

Rook wasn't sure and that worried him. Not knowing his enemy could very easily come back to haunt him.

The keyboard was Nemuinan (no surprise there), so Rook unplugged it and attached the Proto-Tool instead. A holographic keyboard hovered above his fingers and he started skimming with a frown. It only deepened as he continued.

Not a lot was written in English, but what was still gave plenty of cause for alarm. There were business transactions, messages with names that Rook recognized from wanted lists, product descriptions, increased prices, expected net gain after another month… It went on and on, listing Diavik's name multiple times. That answered what his purpose in the group was, then. He functioned as a salesman. The name "Andromeda" jumped out at Rook. At first he thought that it was another accomplice but, as he read, he realized that it was much worse than that.

They were talking about the Andromeda _galaxy_. The plan was to squeeze as much money into their pockets as they could and leave.

Subconsciously, Rook glanced at the rocket plans on the desk behind him. That explained why they needed a propulsion system so powerful, at least. He saved his findings into the Proto-Tool's limited storage space. He wondered briefly if they planned to take Ben to Andromeda when they left, but quickly shook the thought away. It didn't matter. He refused to let it get that far.

Five minutes had passed. At that point, Rook knew that he was pushing it.

Powered by a surge of desperation, he opened one of the folders that Murowa had left open. Again, it wasn't English, but he didn't have time to copy her entire desktop. He copied everything in that folder, praying that it was important, and was quick to unplug himself from the computer. Her keyboard was replaced exactly how he found it and Rook darted back to the vent shaft.

He crawled back inside and not a second after he lowered the grate back into place, the office door swung open. Rook bit his lip to hold back a gasp, lungs burning as he held his breath. He only relaxed once he tasted blood. With a grimace, he swiped his tongue along his lip and over his fangs. It hurt faintly but he didn't get to dwell on it for long.

"That _smartass_!" Murowa shouted as she stormed back into her office. Behind her, Diavik looked amused and somewhat satisfied, licking his lips. It wasn't hard to imagine that he ate fairly well with whatever "business" he was helping them with. "I can't believe he would— the _nerve_! I've heard of the unbridled stupidity of humans before, but he's _insufferable_!"

Smirking, Diavik let her fume for another minute before asking, teasingly, "'_He'_?"

Murowa flushed, cheeks tinting a deep shade of blue. "_It_!" She corrected herself heatedly. "Pronouns are irrelevant to the discussion! That doesn't change that fact that—"

"That what?" Diavik interrupted. His expression grew serious, an odd emotion in his eyes that Rook couldn't place. "That you're furious for no good reason? You asked questions and it responded by spitting in your face." He chuckled at the memory but didn't seem amused. "Trying to activate the voice control on its Omnitrix was a bold move. Makes me glad that you remembered to get a gag for it before it woke up. But the point is, you're thinking too much about it. As usual. True, you may not be at liberty to treat it the way that you treat other specimens, but there is quite a lot of suffering down the line anyway. You've already said that what you're planning may be painful and result in quite a lot of physical damage, haven't you?"

A smile came to Murowa's face. It sent chills down Rook's spine. "Hypothetically," she reminded him, though she was no less pleased by the idea. "I can't predict how the Omnitrix will react, but it should trigger a very, _very _slow transformation sequence. Likely, it will be agonizing, especially as the device fights to complete it and the physical body is trapped in a forever limbo because of the energy being siphoned off." The grimace came back as she looked away. "Still, I do wish that I could perform my usual experiments. It would be fascinating information but I don't want to risk it."

"Smart," Diavik agreed. "I don't think that Argyle would care either way but, personally, I'm sick of hanging around this dreary planet. We don't have to keep those other prisoners if you can manage to condense it down to one."

An involuntary gasp escaped Rook's lips. He immediately slapped a hand over his mouth, moving back.

"What was that?" Came Diavik's question, now muffled.

There was the fluttering of wings. Rook felt his heart stop beating, eyes going wide. The air shimmered with a light coating of Nemuina dust as Murowa hovered just beneath the grate. Her wings were practically brushing the metal. _It was over_.

But then Murowa muffled a yawn and drifted back down to Diavik's level. "You're probably only tired," she suggested. "I didn't hear anything."

Rook wasn't sure if he believed that or not. He clenched his jaw in frustration. She knew that he was there — she had to — but she wasn't going to say anything. Not when she so clearly though of Rook as beneath her. "_Try it,"_ he could practically hear her taunting him. "_You'll never succeed against me, anyway."_

His question from before had been answered: Murowa was overconfident.

That was a flaw but, more importantly, it was a flaw that he could exploit. So Rook said nothing as he slowly turned around and tried to retrace his path to the exit.

It hurt to leave Ben to fend for himself when Rook knew that they weren't above hurting him (and were even planning for it and excited by the prospect) but he had already established that there were few other options available to him. He would return — he had promised Ben that he would and Rook Blonko wasn't a liar.

He wasn't an idiot, either. Before he could return, he needed a plan. Rook's thoughts were swirling at the possibilities, his mind on what they had been talking about. How could Ben make up for millions of Petrosapiens? What did they need that many beings for?

He hoped that the files he'd managed to copy had the answers. If not, well… Rook was looking forward to prying the information from them himself once all three were behind bars.

* * *

**I realize that this is sort of slow-moving, but… **

**No, there's no but. I enjoy the slow build-ups — I hope it's at least building the suspense and intrigue, for those who don't find it completely boring. **

**Chapter Twenty: **_**To Make Matters Worse**_


	22. To Make Matters Worse

Getting in touch with Kevin wasn't difficult. Rook still had the radio with him, after all. He was more worried about finding Gwendolyn. The space ship was _enormous _— assuming that they had divided it evenly, that still left about five miles of the ship just for her. That could take hours to search, cramped in the air vents like they were.

Instead of making the decision himself, Rook crouched somewhere tucked into a darkened dead end so that he could contact Kevin. Fishing the radio out, Rook had to fiddle with the stations before he got lucky and managed to find a frequency that the other radio was tuned into.

"Kevin?" He asked in a hushed tone. "I am returning to the ship. I— I found something." No sense in talking about something so serious over a radio. "Are you prepared to leave?"

There's a grunt of effort before Kevin answered. "_Yeah_," he said, out of breath. "_I'm good on my end. As good as it's gonna get, anyway. I'll fill you in on the details back at the ship. It sounds like you've got news on your front, too._" He paused. "_Did you find Ben?_"

"Yes," Rook said, "but I would be lying if I told you that it is all good news."

The speaker hissed as Kevin muttered a curse. The sharp crackling sound made Rook wince. "_Alright_," Kevin sighed once he calmed himself down. "_Look, I'll be there as soon as I can. I'm guessing that this is the sort of thing we're gonna wanna talk about_."

Rook nodded despite knowing full-well that Kevin couldn't see him. At the last second, he remembered to ask, "What are we going to do about Gwendolyn? Neither of us has a way to contact her."

There was a pause while they both thought. After a moment, Kevin was the one to propose a solution. "_Well, it's kinda counter-productive to go running around everywhere looking for her. I think our best bet would be to get back to the ship and let her come back when she's ready. Who knows? Maybe she'll find something we can use._"

It left the same ugly taste in his mouth as abandoning Ben had but there were few other options for them. "Agreed. I will see you back there as soon as I am able," Rook stated. Without further farewells, they ended the call.

The path back to the hanger was a touch difficult to remember. One downside to using the vents to go everywhere was that the ventilation system looked the same in every direction. Rook's only method of direction came from peeking through grates at the rooms below. It was a slow-going process that had him backtracking more than once but, eventually, Rook found the ending that he had come from.

He was so eager that he almost ended up tumbling right out of it. That being said, Rook did smack his head against the grating. It rang with a metallic thud but went unnoticed by the small group of aliens walking by. In a spaceship hanger, sounds like that weren't uncommon. Rook breathed a sigh of relief, taking care to be sure that the coast was clear before gently pushing it open and lowering himself to the ground.

Luckily, the ship was right where they had left it. Rook moved quickly, slipping inside with hardly a sound. He peeked through the windows, making sure that no one had seen before he allowed himself to relax.

It looked like Kevin hadn't arrived yet, which was fine. That gave Rook the opportunity to pour over some of the files he had managed to copy from Murowa's computer. Most of them would require Tetrax's help with translating Nemuinan, but some of them had seemed to be written in English and that was the best that Rook was going to get.

He spared a few seconds to check on the Merlinisapiens that they had stolen the ship from in the first place. They were all still asleep in the small storage space where Gwendolyn put them. Good. That meant that Rook hadn't been gone for too long.

Taking his Proto-Tool into his hands, he took a seat in one of the passenger chairs and settled in to wait. Expertly, Rook flipped it into a screen. He faintly missed having his tablet, but that had gone up in the explosion that Argyle had used in an attempt to kill both him and Ben. The Proto-Tool was advanced, yes, but not every function was perfect. The screen was small and blurry. The small number of Murowa's files was difficult to read as a result.

That didn't stop Rook, though. He browsed through the file titles, waiting for something to jump out at him. There was more banking information, some sort of digital ad, and a list of unnamed contacts to name a few. They were interesting, but not what Rook was looking for. He hit the bottom of the list, frustrated by the lack of information, and scrolled back up to the top. And there, waiting for him, was a file labeled clearly with Ben's name. Rook froze. How had he managed to miss _that_?

He debated whether or not he should read it for only a second before opening the file. Immediately upon seeing it though, Rook knew that something was wrong.

* * *

**_Benjamin Kirby "Ben" Tennyson was a normal ten-year-old Terran until he found the Omnitrix, a powerful watch-like device that allows him to turn into over one million different intergalactic species. By the time he was sixteen, he was famous in not only his hometown of Bellwood but on Earth and beyond. Ben has been deputized by the Plumbers, though his officer status is somewhat unclear_**_**.**_

* * *

That was where Rook stopped reading. He couldn't breathe. It was impossible to hear past his heartbeat slamming in his ears. _No_. It had to be a coincidence. He tried to keep reading but the text was blurring so badly that he couldn't. It took a moment for Rook to realize that it was because his hands were shaking. Abruptly, he dropped the Proto-Tool, jumping to his feet.

What he had read was the first paragraph of Ben's official Plumber file. Rook had read and reread it enough times to recognize when he saw it. Frantically, he picked the screen back up and scrolled to the very bottom. There, just like he knew it would be, were the most recent additions Rook himself had made. A few days before their trip to Petropia, Rook remembered sitting down and painstakingly spending hours rewriting old information and adding what he had learned about Ben.

Those were all _his _words: underlined, highlighted, notes added underneath them. Phrases like, "exploitable weakness" and "watch for that," jumped out at him, each like a slap in the face.

It was Rook's fault that Ben was in his current predicament. His own work had been turned against them.

Suddenly, it all made sense. The only reason Ben was still alive and no one had tried to remove the Omnitrix was because they _knew _Ben was protected by it and that, even if he did die, the device wouldn't work for anyone besides him. That was how Azmuth had designed it. Only Rook knew that, had seen it in action. He had been the one to _write it in_.

He didn't know what to do. Rook felt the fight leave him as he dropped back down into the chair, stunned. The Proto-Tool fell from his loose grip to clatter against his lap. _What had he done?_

The door to the ship opened, startling Rook so badly that he almost fell out of his seat. He managed to steady himself at the last moment, quickly grabbing his Proto-Tool and reverting it to its default weapon position over his shoulder. Rook didn't want to hide anything from Gwendolyn or Kevin but, until he figured out how _he _felt about that personal revelation, he didn't feel comfortable broaching the subject with either of them.

"Glad you managed to find your way back here," Kevin remarked as he dragged himself into the ship. There was a grimace on his face and his body was covered in a sticky layer of dust. "Made a few wrong turns. Or, maybe more than a few." He groaned, falling into the pilot's seat and beginning the arduous process of wiping himself clean. "I don't get paid enough for this…"

Neither of them spoke: Rook, because he was lost in thought, and Kevin, because he was busy muttering curses as he worked on himself. It wasn't awkward by any means, but it also wasn't productive. Rook thought of his own wording being used and exploited by the enemy. Guilt pooled in his chest, heavy and cold, but beneath that was something more potent.

Anger. Insult. Determination. They were going to _pay_. Maybe it was Rook's fault, maybe he could have prevented this, maybe he didn't deserve to be Ben's partner — but none of that meant that he was going to lay back and accept any of it.

"Kevin," he spoke, keeping his voice far calmer than he felt. "What did you learn?"

Unaware of Rook's internal conflict, Kevin didn't even spare his friend a glance. He peeled a thick coating of dust out of his hair, looking thoroughly disgusted as he dropped it to the floor. "Ugh. A lot of "what" but not a lot of "why," unfortunately. They've got easily thousands of Petrosapiens locked up in there. The ship's so damn massive, there's probably more that I just didn't happen to stumble upon." The disgust on his face was suddenly much more real. "The conditions in there… It's sick."

His thoughts went to Ben, locked down and treated like an animal, and Rook had a basic idea of what Kevin meant. He nodded. "Describe it to me. Please."

"Where to start?" Kevin sighed. He gave up on cleaning himself, slumping back into his chair with a frown. "Okay, well… there were adults and kids all crammed together. I think I saw a few babies, too. All of them were filthy and naked. I've never seen Petrosapiens that skinny, so my guess is food rations are few or nonexistent. The weirdest thing though was this…" He made a hand gesture in front of his face like gas dissipating. "There was a red haze everywhere. It filled the room. Everyone looked like they were in pain or at least pretty damn uncomfortable." Unsure, Kevin looked away. "Do you think that, maybe…?"

As cruel as those conditions sounded, Rook wasn't surprised. His expression turned severe. "Yes. I can believe that they would pump the air full of Red Sleep venom."

If Ben had been there, he would have been furious. It wasn't hard for Rook to picture his partner pacing up and down the ship, ranting and raving about how unacceptable it all was and how they had to do something about it. He might have punched something or maybe slammed on the Omnitrix and gone on an impassioned rampage. Rook considered himself lucky to have very rarely seen Ben get so furious but he would have preferred that over the deafening silence that followed Rook's confirmation.

Neither himself nor Kevin spoke. What was there to say? As upset as they both were, their hands were tied. Rook could tell that Kevin wasn't happy — he was shaking and squeezing his eyes shut in an effort to keep from smashing something. If Ben could see them, he might have snapped at Kevin and given some sort of speech. He would have had the strength and the fervor to rally them together and remind them what they were fighting for.

Rook wanted to say something, but how could he? He wasn't a leader. Their group had never had an official hierarchy, but Rook knew that Kevin felt it too — the listless way they were floundering with the center of their group having been ripped away from them. If Ben was listening, maybe he would have smacked them both upside the head for that: for thinking that their success came from him when, as he would always insist, it was a team effort. He would be wrong in that respect, of course. Rook felt out of control and lost without his partner running carelessly ahead of him, carving a path for better or for worse.

If Ben had been there… But he wasn't. Thanks to Rook, he couldn't be.

Before he could say anything to Kevin, movement outside captured his attention. The grating covering the ventilation shaft was pushed open, clattering loudly as it slammed back into place behind Gwendolyn. She hit the ground without bothering to look for anyone watching. Her sprint back to the ship was so fast that she was practically flying.

Without promoting, Kevin had already gotten to his feet. He moved to open the door for her, but Gwendolyn beat him to it. It was flung open so hard that it slammed back into the wall and rebounded, nearly smacking Gwendolyn in the face. She didn't seem to notice.

"I… found… something," she panted, looking pale and stricken.

Kevin was quick to set his hands on her shoulders, squeezing gently. "Deep breaths first," he instructed. "You're barely understandable when you wheeze like that."

So Gwendolyn nodded and took several deep breaths. As predicted, it calmed her, but only by a fraction. "Let's go," she said firmly. "I found something urgent. We need to get back to that Petrosapien base and tell them what we found." For a second, she faltered, eyes flickering between the two men. "Did either of you end up finding Ben?"

Whereas Kevin shrugged, Rook nodded. "I did," he confirmed. "He is alive and alright. Relatively speaking, at least." Before either of them could ask, Rook added, "Gwendolyn has a point. We should take this to Tetrax and Patience and inform them both so that we do not have to repeat ourselves."

To his faint surprise, Gwendolyn shook her head. "No. I want to hear about Ben _now_. Everything else can wait." She stalked by them both, heading for the closet where they had stashed the Merlinisapiens. Without a word, she swung the door open, using a mana platform to scoop the sleeping aliens out while barely jostling them. Pushing them along in front of her, Gwendolyn stopped at the door and dumped them all on the ground abruptly. The ship's door was slammed shut and she turned to Kevin. "Get us out of here, babe. I'm sick of this place."

That wasn't a difficult request to comply with. Kevin was quick to take the controls and, barely a minute later, their ship was wheeling over to their airlock as the engines started up. Apparently, it didn't take as much to get in as it did to get out. The doors were lifted for them without anyone stopping to ask why they wanted to leave.

Their trip back to the moon was silent and tense. It didn't take long. A little while after leaving and Rook was helping Kevin set the engine to overheat while Gwendolyn waited for them inside the Rustbucket III. The original idea that Kevin had suggested was to blow apart the ship but then Rook though of Argyle. He doubted that some damage done to the ship of three mercenaries would reach that high up the food chain — it was satisfying nonetheless.

Once they were settled back in Kevin's ship and on their way though, Gwendolyn turned in her seat to focus on Rook. Some of the anger from before was gone, though she looked no less serious. "What did you find out about Ben?" She asked. Despite the undercut of fear in her voice, Rook could tell that she was desperate to know.

Briefly, he thought of his siblings in Ben's position. It didn't change Rook's already frantic feelings toward their situation, but he understood where Gwendolyn would be coming from. She had always felt like something of an older sister to Ben, even if they were cousins. Rook couldn't imagine what state he might be in if Young One had been kidnapped.

"I will show you," Rook offered. He reached for his Proto-Tool. His words had made Gwendolyn relax some. It was nice to know that he had made the right choice. On his touch screen, Rook found the picture that he had taken of Ben strapped down to that examination table. He couldn't look at it for long without growing irrationally furious so he was quick to show it to Gwendolyn instead.

She took one glance at it and made a sound like the breath had been punched out of her, inhaling sharply through clenched teeth. To Gwendolyn's credit, she didn't cry, but she did look away, hiding her face in her hands on impulse. "Oh, Ben…" she mumbled.

"What is it?" Kevin snapped. Like his girlfriend, he used harsher emotions to cover his concern.

Unlike Gwendolyn though, his façade didn't break when he was confronted by reality. He looked long and hard at Rook's picture and took a measured breath before turning back to the ship's controls.

He managed a dry smirk. "Kind of reminds me of when he got his ass captured by a Techadon Weapon Master. Inspector 13, I think. Remember that, Gwendolyn?" Kevin asked.

"Yeah," she sighed, lifting her head. Gwendolyn had to blink to clear the wetness building up behind her eyes. "Or when Vilgax had him locked on his ship and was going to cut Ben's arm off."

"Or, when the Incurseans invaded Earth and made an example of him by sending him off of the planet," Rook added in.

"_Exactly_," Kevin agreed with an approving nod. "I know things look pretty grim, Gwendolyn, but we've handled worse. So has Ben. He'll pull through until we can rescue him. Hell, knowing him, he might already by free and pounding some of those guys into the ground by the time we get back. That's just the kinda guy Ben is." He shot his girlfriend a grin. "So don't act like he's already dead, alright?"

There was a look of surprise on Gwendolyn's face that lasted only for a moment. She was quick to recover, returning Kevin's smile. "I know. That doesn't mean I can't worry about him, though." Thankfully, Gwendolyn seemed much calmer after that. She turned her attention back to Rook. "If you were close enough to take that photo, why didn't you rescue him? Was something stopping you?"

Rook nodded. He swiped through the other photos he took of Ben's holding cell to give Gwendolyn an idea of what he was talking about. "They had at least a dozen cameras and microphones, no doubt constantly being monitored. I had to resort to asking Ben to blink _yes _or _no _in order to hold a conversation with him at all. The restraints are likely fortified, given all the other accommodations they have made for Ben. I was unsure if I could grapple down and cut him free before any alarms sounded or guards were alerted. Additionally, and most troublesome, he is surrounded by a force field the likes of which I have never seen before. Murowa designed it herself," he explained. "I have a photo of her blueprints for it. It responds to touch and will only allow one to pass through if their DNA is part of its database, from what I briefly managed to gather. And since I could not locate its generator or an "off" switch…" Rook trailed off, shaking his head. "Ben understood. He was not angry. Actually, he was the one who told me that a rescue would be impossible."

That got a low whistle from Kevin. If he was at all shaken from the certainty in which he spoke earlier, then he didn't let it show. Instead, he kept his gaze squarely on their surroundings. "Guess they're a little more prepared than the typical cannon fodder we go up against." His eyes narrowed. "Which means that this was probably planned. I'd guess a few years if all of that stuff was set up _specifically _for Ben."

"And if they were that prepared," Gwendolyn continued with his train of thought, "it's probably not a stretch to assume that they've been watching him for a long time. It could even be that they're the whole reason Ben and Rook were selected for this job at all. I mean, it makes for a perfect set-up, don't you think? Cut off from immediate backup, no access to a ship, completely surrounded by the enemy…" She trailed off. The doubt had come back to her face and she didn't want to dig her hole any deeper than it already was.

It was a terrifying thought but Rook was quick to shake his head, dismissing her theory entirely. "No. They could not have orchestrated that much. Tetrax has already revealed that he was the one to request us to be sent on this mission," he told them.

He missed the ever so slight way that Gwendolyn's eyes widened. "Hang on. _Tetrax _asked for you guys?"

"Well, he asked for Ben," Rook amended. "Regardless, this task has always been handled in partners or groups of three and since I was his partner at the time and it was convenient for my recent promotion, it all worked out smoothly."

If either of them noticed Rook's little slip in referring to Ben as his partner in the past tense, then it went ignored. There were more important things at hand.

"And that doesn't seem at all suspicious to you?" Gwendolyn hissed, not that it kept her volume low. On the contrary — she seemed to be getting louder as she continued. "Remember what I mentioned to you earlier? About how odd it was that Tetrax could reach so many spot-on conclusions and was also in a convenient position to kidnap Ben? I was just thinking on my feet back then, trying to pin the blame, but…" She bit her lip, looking away. "What if Tetrax has really been in on it the whole time?"

For whatever reason, Rook's first impulse was to deny it. He already had out the words, "He couldn't—" when he suddenly cut himself off. Rook froze. Why was he defending Tetrax? He didn't like the man in the slightest, but it wasn't about that. There was evidence. Circumstantial, but still. It all added up. Who else was familiar with Nemuinan culture? Who else had Ben's trust? Who else would have the criminal experience to pull off such a coverup?

A scowl came to Rook's face. He understood then why he was hesitant to point his finger at Tetrax: because it was what Ben would have done. He didn't like it, but that was the truth and Rook had to accept that. Only Ben wasn't there and that was their problem, wasn't it? As ideal as his partner's beliefs were, Rook had always recognized that they could be impractical.

Funny. Just a few months ago, hadn't he been the one reminding Ben that "everyone has the right to a fair trial"? Things changed, Rook supposed.

Still, in a measured voice, he said to Gwendolyn, "That is not evidence." But he didn't deny it, either. "It is very suspicious, I admit. We might have to confront Tetrax at some point. Regardless, our priority should be to recover Ben and stop whatever their plan is."

Other than Gwendolyn's resolute nod, there was no response. Kevin said nothing, staying silent and keeping whatever opinion he had to himself. Rook knew that neither of them thought as highly about Tetrax as Ben did — the hero had been singing the man's praises since "Petropia" was mentioned as far back as a month ago now. In contrast, Gwendolyn had never seemed too comfortable around him and Kevin didn't bother keeping his disdain a secret.

Did that mean that they were being unfair in their accusations? Too hasty? Desperate? So eager to have someone to blame that they would toss it on the first person that seemed remotely untrustworthy?

Of course, that was ridiculous, but the thought hung in the back of Rook's mind anyway. He wondered if Ben would have been so paranoid but he couldn't come up with an answer.

The rest of the flight back to the planet passed in silence. Rook had wanted to talk before they reached the others, but he wondered if Gwendolyn and Kevin felt the same way that he did — that it was impossible to think straight when everything kept circling back to Ben. He barely remembered the files that he had copied and even then, it was only because he had been wondering about Ben's file again. He would have to show it to everyone eventually, yes, but he was resolved to keep his contributions unmentioned. That was his own beast to wrestle with, not theirs.

They landed without much fanfare. The Rustbucket's cloaking capabilities were incredibly useful and Rook was thankful for that. He wouldn't have had the focus to succeed if a fight broke out in the void of space.

Very near the entrance to Arkein, the three of them walked the rest of the way. Same as before, they entered through the garage that was reserved for the few vehicles that the base had with it. The guard shot them a dirty look for using a door that was supposed to be only for emergencies, but she must have seen the looks on their faces because she said nothing.

Somewhere in the back of his mind, Rook was faintly relieved to see the hallways devoid of crumpled bodies and the injured groaning in pain. The base was practically empty — the only people in the halls were those administering repairs — and Rook was less relieved to know that they were probably all piled up in the infirmary. Did the fact that he couldn't muster up much sympathy make him a bad person? Maybe. Rook wasn't able to feel much of anything.

Without saying anything, Rook had led their little gaggle exactly where he knew Patience would be: the base's only conference room. It didn't look like he was interrupting anything important when he shoved open the door without knocking first unless Patience muttering frantically to herself and staring at holographic blueprints like she was possessed was suddenly considered "important."

She must have disagreed. It took barely a second for her to register that they were there and skip immediately to yelling. "What do you think you're doing?" She snapped at Rook. "I thought that I made my position last time clear! I do _not _have time for your buddy-buddy rescue mission! Get out of this room now, or so help me—"

Kevin chuckled. The sight of his smirk must have caught her off guard because Patience stopped talking. Instead of shouting him down, she looked greatly insulted. Rook didn't smile, but he couldn't pretend that he didn't find it funny.

"And here I was thinking that you wanted whatever information on those missing Petrosapiens that you could get your hands on," Kevin drawled lazily, fiddling with the hem of his shirt as though bored. In reality, the corner of his mouth was turned up just the slightest millimeter. "Ah, well. Can't say we didn't try. Guess those guys are gonna have to hope that three teenagers can save all of them safely."

Had the silence continued, Kevin might have shrugged and turned to leave. That wasn't necessary. The only reason that Patience didn't strangle him for information then and there was probably the distance between them and the fact that all three of them were armed and could very easily be "persuaded" to become hostile.

"You saw them?" Despite her tone, it clearly wasn't a question. Her right eye twitched but Patience somehow managed to keep herself under control. "Tell me everything. If you're telling the truth…" She didn't finish, not that it mattered.

Gwendolyn glanced at her boyfriend and, suddenly, that same smirk was mirrored on her face. She folded her arms over her chest, attempting a glare that was lost behind her amusement. "Why should we tell you? I'm sure that the three of us could handle it ourselves. Argyle and Murowa, too," she added.

That was when Rook finally caught on. He was quick to nod. "We have handled much more difficult challenges. It is really safer for you to sit this out," he agreed. "We can rescue Ben, safely recover the Petrosapiens, and take down Argyle all on our own."

During his recap during their plane flight the first time, Rook had mentioned Patience's fixation on Argyle was some frustration. He had never considered weaponizing it against her, though. Kevin was certainly cruel enough to have reached that decision fairly easily, though when Rook thought of what she had forced upon himself and Ben, he couldn't exactly feel bad about it.

Nothing was said for a moment as opposing sides stared each other down. Patience glared, unwavering. When Gwendolyn shrugged and turned, she caved. "Fine," the Petrosapien spat out unwittingly. "If you have the information that you say you do, I would have to be a fool to overlook it. Shut the door and take a seat. We'll talk terms after everything has been laid out." She pointed to the table in front of her. The set up wasn't ideal, but after a pause, the three offworlders complied. What else could they do?

Rook decided to start at the beginning, trying to be as diplomatic as possible. "After you left the surveillance room, the three of us and Tetrax decided to see if we could find any hint of where the enemy was keeping Ben. We deduced that it had to be off-world and started a search around the immediate solar system, This led to the discovery of an undocumented satellite orbiting one of Petropia's moons," he explained. "To cover the most ground, the three of us split up and searched for Ben and anything else that could be valuable information."

From Rook's left, sitting a seat over and next to Gwendolyn, Kevin spoke up. "I found those Petrosapiens you're so keen on," he drawled, trying to sound uninterested. There was distaste in his voice, yes, but that was mostly directed toward Patience. It was obvious to anyone who knew what to look for that he was still shaken and worried, if only marginally. "Rook told us that there are millions missing but I didn't see anywhere near that much. Not that I stopped to count or anything, but…" He sighed and slumped back in his chair. "Look, it was pretty bad. They were in pretty bad states and being treated worse than animals. I don't know what they were taken for, but if we're gonna think about what the goal for Argyle is, I can at least figure out this much: whatever it is, these Petrosapiens aren't supposed to be kept long-term. If we don't act fast…" Kevin trailed off. He didn't finish, but he didn't have to.

Despite the clear want that Patience had to hear more, she made the correct decision to not push him. The subject was quickly changed.

"I can also confirm that, other than Argyle and Murowa, at least one other individual is in on this," Rook added in when it was clear that Kevin needed a moment to himself. "His name is Diavik, a Pugnavore. I have not seen much of him, but he is as… _devoted _to whatever it is they are doing as Argyle and Murowa are." He grimaced faintly. "I also found Ben. He has not been in their custody long, so he is not harmed so much as he is shaken, but I do not know how long that will last. Murowa made very clear her desire to "experiment" with him, though she ultimately decided that it would be too much of a risk. Their desire is the Omnitrix." He added that last part mostly for Gwendolyn's benefit — Rook hadn't mentioned anything about experiments during their brief talk on the Rustbucket and she had gone rigid upon hearing the word.

Patience raised an eyebrow at his final statement. Clearly she, like anyone else, couldn't fathom why Ben might have been the focus over the Omnitrix itself. Something about that upset Rook, despite the fact that he knew it was a perfectly logical conclusion to reach. Still, he was thankful when Patience decided not to mention it. "I see," she said slowly, thinking hard. Then, "Why would they not kill Ben, though? Or attempt to cut it off?"

He didn't know why, but Rook's thoughts suddenly went to the picture of Ben that he had taken. It made him uncomfortable to see his partner and friend — the Hero of the Universe — strapped down and helpless like he was. Ben hadn't looked scared though, only unsure. It felt like an insult to him to be sitting there, discussing the Omnitrix, while Ben was being subjected to who knows what.

Then again, Rook wasn't exactly surprised. That was why he hadn't described Ben's situation to Patience or offered to show her the picture: he knew that she wouldn't care.

It took Rook a moment to respond. He wasn't going to lie. That would get them nowhere, even if he doubted that he could ever fully trust Patience. "Argyle is a high-ranking Plumber," he said finally. "You admitted to having access to Ben's file yourself, once." And that memory still had his fingers twitching for the Proto-Tool so Rook chose not to linger on it. "They have a copy of it on hand, which I found when I had the opportunity to glance through Murowa's personal computer. They had his strengths and weaknesses cataloged. Which means that they also knew that… not only does the Omnitrix work only for Ben, but it also prevents him from dying."

Could Ben be hurt? Yes. Rook knew that perfectly well from past experiences. But at least when the situation was dire, the Omnitrix would defend Ben's life passionately. He remembered being fascinated by that revelation and eagerly penning it down on paper to add to Ben's file at some point in the future. Looking back, the memory was consumed only by guilt.

Thankfully, no one questioned _how _that information had been on Ben's file to begin with. After the incident at the beginning of the universe where Rook first discovered the Omnitrix's life-saving failsafe he had told Gwendolyn about it. He assumed that, based on the unsurprised look on Kevin's face, she had told her boyfriend. For her part, Patience looked a bit mystified.

"Really?" She hummed, genuinely interested. Rook pictured her using Ben as a human shield and his frown tightened. If her thoughts were going down that path though, then she was smart enough not to bring it up. "All of this raises more questions than answers. Did you find anything else on her computer while you had access, Rook? We can't stop them if we don't know what they're planning," she pointed out.

As much as Rook would have liked to keep the recovered files to himself, he eventually had to nod. After all, if it had anything to do with the missing Petrosapiens, then everyone deserved to know. Besides; he still needed Tetrax to translate Nemuian for him.

"I did find other information," Rook admitted. He took his Proto-Tool off of its perch on his shoulder, folding it until he had a small screen in his hands. It wasn't hard to pull up his files and he quickly turned the display around so that Patience could step closer to take a look. "A lot of it is in Nemuian so I believe that we will need Tetrax to translate most of it. The rest of it is English. I believe that it is some sort of middle-ground language so that none of them have to fight over whose language the others must learn." He shook his head. "But that is not important. I did not get the chance to look at most of these files very closely but the ones in English appear to be business ledgers of some sort. They are selling something," he elaborated, "and making an impressive sum of money by doing it, but I cannot tell what it is."

Though she was interested in the files, Patience glanced at them once and was quickly focused on her thoughts again. "Interesting," she mused. "A business? Maybe it has something to do with what they need Petrosapiens for…" Personally, Rook didn't see how that could work, but he nodded anyway and said nothing until she came back to reality. "We'll have to look through those files thoroughly," she told him. "Those, along with anything else you found, will need to be studied. At this rate, I might have to get teams of my men and split them on each different goal." She sighed wearily but, exhausted though she may be, turned to Gwendolyn. "You haven't spoken much," Patience pointed out. "Did you not learn anything?"

The answer wasn't immediate — surprising, since Rook vividly remembered how anxious Gwendolyn had been to explain her discovery before insisting that it was best they waited to return before talking about it. Still, Rook couldn't blame her for being skeptical of Patience. She spared a glance at the boys but all they could offer were confused looks and shrugs. Rook managed a coaxing smile and that seemed to be enough.

"I found what I believe to be Murowa's head of security," she said slowly. "I was in the vents, listening to a discussion that… he… she…?" Gwendolyn made a face.

Despite the situation, Rook had to chuckle. Nemuinas were almost indistinguishable from each other regardless of sex. After a moment, Kevin nudged her and muttered something like, "Just get on with it," so Gwendolyn sighed and moved on.

"Anyway, the Nemuina was talking to Argyle. I missed most of it, but I gathered enough to tell that it was about some invention that Murowa was working on that wasn't being finished fast enough, according to Argyle," she said with distaste. "I didn't think it was important at first. I started to move on but then the Nemuinan mentioned the Omnitrix and…" She looked down at her hands clenched in her lap. It was startling for Rook to notice that they were shaking. "They're going to use it to destroy Petropia."

She had barely finished when Patience suddenly closed the distance between them. Her hands slammed into the table across from Gwendolyn, hard enough that the desk cracked. "_What_?" She shouted.

There was silence while the Petrosapien took several deep breaths, not that it seemed to be helping her calm down at all. Rook was still trying too process what he'd been told, too surprised to be worried. He knew that it sounded bad, though. He doubted that the planet could resurrect itself a second time.

Somehow, Gwendolyn managed to calm herself. Her annoyance with Patience seemed to help out and she waited a moment before explaining. "Look, the Omnitrix is incredibly powerful," she started. "There's a lot of energy in that device for Ben to be able to do what he does as well as he does it. It has a self-destruct mode. In a short amount of time, that build-up of energy could destroy the watch and its user. But if you let it build for a few days, well…" She made a gesture with her hands that was probably meant to mimic an explosion. The effect was lost on Patience and Rook both. "It can tear apart the universe. If they could weaponize it somehow, it isn't much of a stretch to assume that they could direct that energy at a planet and successfully destroy it."

Under her breath, Rook could have sworn that he heard her add, "But how they found out about that, I have no idea…" He tensed but didn't speak up. That was something else that he had known about. Magister Tennyson knew about the self-destruct function in the Omnitrix, obviously, and had told Rook as a forewarning as well as told the higher-ups in the Plumbers. It was supposed to be classified. Rook couldn't have felt like a bigger idiot if he tried.

Whether Patience heard Gwendolyn's muttering or not, she was quick to brush it off. "So, you think they're actually doing it? You heard Argyle specifically mention using the Omnitrix to destroy Petropia?"

Snapped out of her thoughts, the Anodite nodded. "Yeah," Gwendolyn confirmed with a hum. Her face was tight with worry. "He said that they would do it after they've finished with whatever it is they're doing here… not that I would know. I didn't exactly get the luxury of sitting through a well-detailed monologue," she snorted.

It sounded like something that Ben would say. That fact that someone else had to make the jokes left everything painfully unfunny.

"Did you at least get some sort of timeframe?" Patience asked. "It's good that they have unfinished business. That means that we have some time left to do something about this and put a stop to it. Any extra information you can give me would be extremely helpful."

At that, Gwendolyn looked a little faint. "They said that they were still waiting for Murowa to finish designing the… the device that was supposed to focus the Omnitrix's energy. I don't know how long that's going to take."

Rook thought back to the blueprints for the same device that he had seen on Murowa's desk and the prototype that had been clamped to Ben's wrist. Had he not been covered in fur, he would have looked pale. "Not long," he murmured, but it was so quiet in the room that he knew he had been heard. No one stopped to question him.

"Right," Patience said with a brisk nod. "The three of you: go shower, eat, take a nap. Whatever mammals have to do to feel at the top of their game, do it. I'm going to assemble a team and get everyone in here so that we can start productively formulating what to do." She didn't wait for their confirmation. She walked over to the holographic projector in the middle of the conference room and held her hand out. "Rook," came her address, though she didn't turn to look at him, "give me a copy of those files you have." When he didn't immediately obey, she arched an eyebrow. "We don't have time for this. You know that."

And Rook did, so he was quick to download his files onto a small USB-like port that he tossed to Patience. His cooperation was for Ben and only him. Patience must have understood that because she smirked, inclining her head as though mocking him for thinking that he could ever refuse. Rook clenched his jaw but didn't say anything.

They didn't get an official dismissal. The way that Patience promptly ignored them said enough. Kevin was the first to stand and the other two weren't far behind, all of them thankful to leave the room. The door was shut behind them with a soft thud.

"That could have gone worse," Gwendolyn remarked, trying to smile. Regardless, she didn't sound too happy about it.

Kevin rolled his eyes. "Really? How?" He asked dryly.

"At least we have some support now." Her smile slipped and Gwendolyn folded her arms over her chest, letting out a deep, exasperated sigh that betrayed the worry underneath. "I just hope that it's enough. Obviously, saving the planet should be our priority, but how are we going to manage when we don't know what they're after or how we can get Ben out of this?"

"We will manage," Rook said with confidence. He looked around before speaking again, making sure that they were the only ones in the hallway. Even then, he was careful to drop his voice to a near-whisper. "Patience will have to bring Tetrax in the decipher those files. If he truly has betrayed us, we will need to do something about the access he has to our plans. If the enemy knows what we are going to do, we will never succeed."

"Not to mention, if Tetrax is the only guy who can read Nemuinan, there's nothing saying that he's going to be honest with us," Kevin added in.

Gwendolyn nodded her agreement, turning toward Rook. "We still don't know if it's Tetrax, though. We'll have to be careful around basically everyone until we're sure. Rook, you've been here the longest. Is there anyone else that could have betrayed Ben?"

Almost immediately, Rook's thoughts went to Conway. They had never liked each other — it was obvious to anyone who watched them interact for longer than five seconds. It didn't quite add up, though. They had seemed to be getting along better up until the Plumber raid that led to Ben's disappearance. That was mostly due to Ben cutting ties with Rook and Tetrax and needing someone else to hang around so that he didn't have to admit to being lonely, but still. Ben had an impressive ability to make almost anyone so exasperated and annoyed that they begrudgingly began to like him. Not to mention, Rook had no idea when or how or why Conway could have gotten in contact with Murowa. But then he thought of how Sybil mentioned that Conway would know where Ben was and Rook scowled.

"There is a small chance that another Petrosapien at this base could have had a hand in it. You both met him earlier. His name is Conway," Rook said.

"Well, if there's anyone's ass I wouldn't mind kickin' right now, it's definitely that guy's," Kevin said with a snort. "What's his angle? Most people don't do things like that unless they get something out of it, especially if it's someone willing to risk their life in a rebellion group."

There was a sigh from Gwendolyn as she shook her head. "Who can say? We should keep an eye on them both for now, along with anyone else who starts acting weird. And be subtle," she stressed, directing her statement at Kevin with a pointed glare. "Don't let them know that we're onto them, alright? It might result in Argyle accelerating or changing his plans."

Rook glanced unhappily at the shut conference room door. As much as he wanted to be already on the way to rescue Ben, he had to reluctantly admit that his hands were tied. He wasn't going to get anywhere without a bigger team so he had to — no matter how unhappily — respect the choices that Patience wanted to make.

"Agreed," he said at the same time that Kevin nodded. "While we are waiting for something further to do though, would you like me to show you both to the showers?" He asked. They could sleep in his assigned room. The beds were singles, but big enough for two. If they didn't want to sleep together, well, it wasn't as though the peranite slabs felt any different from the ground.

"_Please do_," Gwendolyn groaned with a relieved smile. "After that though, I'm coming right back here. I won't let Patience make any decisions without one of us there — I get the feeling that she might "accidentally" forget that Ben is a priority, too."

He didn't say it aloud, but Rook felt a rush of relief and fondness for the two humans in front of him. Truthfully, he was so glad to have them there. He could only imagine how difficult the whole thing would have been without their support and help. For the moment, at least, Rook ignored the gnawing worry in his gut and showed his friends somewhere to rest.

They wouldn't have the luxury for it later.

* * *

**A/N: Gwen, Kevin, and Rook would kill for Ben and you cannot change my mind.**

**Chapter Twenty-One: **_**Eye to Eye**_


	23. Eye to Eye

It took approximately seven minutes for Gwendolyn and Kevin to both quickly shower (separately, of course) and throw on the same clothes that they were wearing before. As much as they would have liked to be in something fresh, all of their clothes had been left on the Rustbucket and Gwendolyn adamantly declined to waste any time that could be spent planning on something superfluous like personal comfort. She assured Rook that they would be fine until morning.

Rook could abide by that, but he refused to take Gwendolyn and Kevin back to the conference room until they ate something from the kitchen. The end result was canned peaches and an overcooked slab of beef as their dinner, not that any of them were hungry.

In the time that they were gone (no longer than ten minutes) Patience had been _busy_. Teams of Petrosapiens were assembled, each tasked with a specific task pertaining to the upcoming mission. There was a group for studying Ben's containment situation and possible breakout methods, another discussing pouring over blueprints for the clamp on the Omnitrix to find out its purpose, and still another taking Tetrax's translated files and fitting the tiny clues into the bigger picture that they were slowly forming.

As soon as the three off-worlders entered the cramped room, Patience directed them to Tetrax without sparing more than a glance in their direction. He was working mostly by himself, save a mousy-looking female Petrosapien who scribbled down his translations and handed the finished products off to whichever group most benefited from that information.

Tetrax didn't look up when the three of them approached, sidestepping groups of people working furiously, and sat in a semi-circle around him. A brief scan of the room showed that Conway was not present. Did that make him more or less suspicious?

"We haven't learned much about Ben's situation, not even what they want the Omnitrix for," Tetrax told them without needing to be asked. "A lot of these files that Rook managed to grab are finances. Some of them are miscellaneous. I know that there's a copy of Ben's Plumber file, which is logical, but there's nothing else about him. I also found an old shopping list." He snorted. "Murowa is a terrible organizer." Considering what Rook had seen of her work area, he didn't find that difficult to believe.

Interested, Gwendolyn leaned forward. She still had Ben's jacket tied around her waist. Rook doubted that she would be taking it off until they found her cousin, not that he could fault her for that. "Their finances?" She prompted. "So, have you found out what they've been selling yet? Why would they need Petrosapiens for that?"

Before she finished, Tetrax was already shaking his head. "I have no idea," he replied earnestly. "According to the reports in Nemuinan, they're selling... taydenite."

A pause.

"...You're telling me that these "geniuses" are selling _literal _money?" Kevin asked, one eyebrow arched so far that it practically disappeared into his hairline. He shook his head "_Wow_. All they're doing is printing money. Why would they need to sell it? Who could afford that, anyway?"

"More importantly," Gwendolyn cut in, "it doesn't make any sense. How are they _getting_ taydenite? The biggest producer of it in the galaxy is Volcanus and we destroyed a good chunk of his supply over a year ago." She bit her lip. "I mean, I thought that it might have a lasting effect on the intergalactic economy but… Where are they getting taydenite from? If those numbers are as big as I think they are, then the market has to be oversaturated by now."

Instead of answering her, Tetrax turned his attention back to the holographic display of Murowa's files in front of him. He said nothing for a moment, trying to gather his thoughts. "Well, they aren't selling pure taydenite. Not exactly." He frowned. "They've somehow perfected a way to mold it. That's what they're selling — jewelry, weapons, even entire ships made of it. And they're not oversaturating the market, either. It seems that however they're getting it isn't very efficient. The demand is much higher than the supply, which must be how they get away with charging so much for their product."

Rook raised an eyebrow. "How much money are they making, exactly?"

He knew it was bad when Tetrax shook his head. "I do not know the term for a number that big in your language."

A part of Rook latched onto what Tetrax said — "the three of them." Did that mean that Patience told everyone what she had been told, including the mention of Diavik as a third member, or was that a slip-up? A subconscious hint that Tetrax already knew who they were working against because he was working _with_ them? Was Rook overthinking it? Desperately trying to find blame where there was none? He wasn't used to doubting himself and he didn't want to get used to it, either. He tried to think like Ben, but he felt so overwhelmed with everything. Would his partner really know what to do any better than Rook did? He wished that he knew.

No one in their group felt like speaking. They were quiet, digesting all that they had been told while Tetrax continued his work. He finished translating the file that he was currently on (something about tax complications, due to the three main members being from different planets and how to best exploit that) and let the female scribe scamper off to tell Patience while he moved on to the next.

"Why don't we try looking at blueprints?" Tetrax suggested. He opened a photo that Rook had taken of Murowa's work. It was for the blueprint that had been written in Nemuinan: the one that outlined the details of the clamp on Ben's wrist. Immediately, Rook sat up a little straighter and he felt Gwendolyn and Kevin tense up too.

"Is it really for what I think it is?" The Anodite asked, barely concealing the fear in her voice as she looked at the image being displayed. Rook couldn't tell if she was afraid for Ben or the innocent people of Petropia. He didn't ask; too afraid of what her answer might be.

"It is," confirmed Tetrax unhappily. "I haven't gotten to look at it for very long, but I skimmed over it while you three were gone. As far as I can tell, there's nothing keeping this device from working perfectly as intended.

"I know that I'm not an engineer and I never worked on the Omnitrix, but I did get quite familiar with its self-destruct feature a few years ago." He smiled faintly at the memory of an adventure that Rook had heard dozens of times, but that was his only enjoyment. His expression was soon serious once again. "This device utilizes a feature that's already built into the device. The self-destruct feature works by redirecting the strong energy pulses that the Omnitrix lets out back into itself, building power. All this device does is trigger that function and release the energy in concentrated bursts. I'm assuming that it has some sort of companion piece that's built into whatever station these people are using — that would be the actual laser. As it is just on these blueprints, it would do little more than give Ben a controllable bomb attached to his wrist."

"But there's nothing to worry about, right?" Kevin asked. Seeing the odd looks that he was getting from the other members of his group, he hurried to explain. "I mean, Ben needs a voice command for self-destruct mode, right? That's how he used it last time. And these guys wouldn't know the voice command so it's a moot point anyway."

The only positive that Rook could think of was that, at the very least, he hadn't put any of Ben's voice commands for the Omnitrix into his file. He steadfastly ignored the little voice that said he would have, if Rook had known them.

Gwendolyn shifted, folding her arms over her chest and staring at the ground, the way that she often did when she was deep in thought. "Not necessarily. When we were ten, Ben accidentally set it off. You know the story, Kevin. He didn't need a voice command for it then," she pointed out.

"Agreed." Tetrax nodded, studying the blueprints again. "As far as I can tell, this device is fully functional. The only thing that could be holding Murowa back is that she must still be working on calibrating it correctly. The Omnitrix produces extremely powerful energy. It's not harmful when it's constantly being radiated, but if she makes a mistake while trying to force a self-destruct build-up, it could end up blowing the Omnitrix apart and, likely, a good portion of Ben's arm with it. Or even take out her entire base, depending on when she figures out that something's wrong. And," he continued before Gwendolyn could cut in, "she likely needs to hack around the Omnitrix's firewalls. It will be easier for her if she can flick a switch and initiate self-destruct whenever she wants to. The kind of destruction that she could wield with that…" His hands clenched into shaking fists. "It doesn't matter. They aren't going to harm this planet. I won't stand by that a second time."

After his statement, there was quiet, which Rook was grateful for. He closed his eyes. They had learned so much in such a short amount of time and he wanted to lay it all out neatly. It helped him think.

So, what did he know for certain? Diavik, Morowa, and Argyle were working together in some sort of business that made its profit out of molding taydenite. It shouldn't have been remotely possible for them to have so much so readily, but he could figure out the semantics later. It lined up with the molds that he had seen on Murowa's work desk. They all seemed to fill a certain role — Argyle headed their operation, collecting "product" and keeping suspicion off of them while simultaneously accessing insider information, Murowa was the scientist and engineer, and Diavik likely handled their public image and any financial exchanges.

Kidnapping was a big part of their plans. First the millions of Petrosapiens, then Ben. Rook didn't know what the point of kidnapping Petrosapiens was, but he more or less understood why they wanted Ben. With him under lock and key, the threat of the Omnitrix-user hunting them down was minimized and they had the power to destroy worlds at their fingertips. But then, why would they _want _to? What was the point in destroying Petropia if they needed Petrosapiens for something? And why use Ben to do it when, with the money they apparently had, they could have paid for a doomsday weapon that _wouldn't_ risk their entire operation?

Clearly, Rook was missing something important. He was starting to grow frustrated. It felt like he would never get any answers. Even more upsetting was the realization that he would pass up answers if it meant getting Ben back safely. Why did he feel that way? He touched his Proto-Tool absently as he thought. Was it because of his guilt over partially getting Ben kidnapped in the first place? Could a rescue take the place of an apology? Did he feel responsible for all the awful information coming to light?

And if he really was willing to sacrifice answers for Ben, did that mean that Rook was willing to kill?

Before he could reach a conclusion, Kevin suddenly cleared his throat and straightened, getting the attention of everyone in their small group. "I was just thinking…" he drawled, "how long do you guys think this's been in the works? I mean, it seems like they've got the whole satellite all decked out for it, but they can't've been here long, otherwise the Plumbers would have kicked up a fuss. Even if Argyle is heading them, not everyone's going to take kindly to an unidentified satellite just hanging around in restricted space, _especially _if they've got dozens of ships coming and going at any given time." He shook his head. "It doesn't make any sense."

Leaning against her boyfriend, Gwendolyn snorted. "That, or Argyle's spinning them one hell of a lie," she remarked dryly.

Something clicked. Rook stiffened, then lurched forward onto his knees and grabbed Kevin by the shoulders. He was grinning like a mad man. "Kevin! You are a _genius_!"

Both of his friends gave him an odd look. "I am?" Kevin asked, at the same time that Gwendolyn said, "He _is_?"

There was no time to waste, just sitting around and talking about it. Rook fumbled to his feet, gesturing for Gwendolyn and Kevin to follow. They did, albeit with mirrored looks of confusion.

"Wait! Where are you going?" Tetrax called after them, bewildered.

In a few long strides, Rook had crossed the room and was already at the door. He had an idea and it was either the best one he'd ever had or the dumbest. It felt like something that Ben would have been proud of. Before, he wasn't sure if that would be a good thing or not, but in lieu of the bizarre gap that Ben's disappearance had left in his thoughts and identity, Rook took it as a positive sign. The universe needed more people like Ben, anyway. Rook might as well learn to be one of them.

Over his shoulder, Rook shouted back to him, "If I succeed, you will know soon enough!" It wasn't exactly an answer but, just before shutting the door to the conference room behind them, he could have sworn that he saw Tetrax smirk.

In the quiet hallway, so far removed from the buzz of plans, Rook turned to his unamused friends. Gwendolyn was the first to speak. "I agree with Tetrax's train of thought. What _is _this amazing plan of yours, Rook?"

It wasn't the right place to talk about the details. He didn't turn his head, but Rook glanced in the direction of the camera that he knew was there. Putting himself on monitor duty had been good for one thing after all: he knew that they picked up sound.

"Our plan is coming along well, but it is not enough. If we are going to attack a station that large, we need a much bigger force of people," Rook explained. "People with plentiful resources and experiences with taking orders, preferably."

That was all that he dared to say, but it didn't matter. Kevin understood first. When it clicked, a grin spread over his face and he let out a low whistle. "Damn. If you're thinking what I think you are, then you've got balls. Or you're an idiot. Either way, I think Ben's finally rubbing off on you."

Taking it for the compliment that it was, Rook smiled.

Frowning, Gwendolyn looked between the two of them with her brows knotted in confusion. "What? What are you two talking about? It wouldn't kill you to explain."

Rook nodded. "I will. First, we must go. Night will be falling soon, which works in our favor, but it is something of a long walk and it is a bad idea to be outside at night on Petropia. The planet is not considered inhospitable just for its barren surface," he warned.

They could have taken the Rustbucket, but Rook had the feeling that, even in low light, an off-world ship painted bright green wouldn't exactly help with stealth. And they definitely didn't want to attract attention to themselves.

This time, when the three of them got to the garage, the lookout operating the exit stopped them. "You don't want to go out there," she tried to protest. Her face was soft and tight with concern, her hands clenching out of the desire to hold something. She couldn't have been much older than Ben. "It's dangerous at night. The sun will be below the horizon in a short while."

When Kevin stepped forward to threaten her, she flinched away, and that was what made Rook step in front of his friend and turn to the girl himself. "We will be fine," he said in the most gentle voice he could muster. "You do not need to worry. Petropia is not the only thing here that is dangerous."

There was no response to that, but the girl took in the three of them as though contemplating every decision she'd ever made. Then she nodded once and let them leave.

From there, Rook had to do some thinking to figure out where his destination was. He knew that it wasn't far, but with craggy mountains and sharp hills boxing them in, it was difficult to tell which direction was which. All he knew was that the Petropian sun always set in the North. Not that Petropia could be navigated using cardinal points, but it gave Rook some piece of mind. Balancing precariously on the tip of a jagged peak, Månsken — Petropia's larger moon — shone proudly. Around it, Rook knew that a larger-than-life satellite was orbiting.

He hoped that Ben was alright.

"Alright," Rook spoke, partly to catch the attention of his companions and partly to cement his thoughts. "We will have to climb this mountain to get an aerial view. I am not entirely certain where the Plumber base is from here."

Had it been possible, Kevin's grin would have widened. Rook almost laughed at the look on Gwendolyn's face when his words sunk in. "The _Plumber _base?" She snapped, incredulous. Her expression fought between anger and shock for a few moments before settling on fury. Somewhere, in the back of her eyes, something sparked bright pink. At least her hands weren't glowing. "Are you _insane_? They probably have orders to shoot on sight! You better not be _seriously _considering asking them for help. We'll be stabbed in the back faster than we can even turn around!"

That was about the reaction that Rook expected. Watching quietly, Kevin bit the inside of his cheek to keep from laughing. Rook shot him a look but kept his focus on Gwendolyn. "I know that it sounds ridiculous." He held his hands up in surrender. "In any other situation, I would agree with you, Gwendolyn. But think of it. Magister Argyle must be lying to them frequently to keep up his front. Do you not think that his soldiers are growing curious? Upset? Indignant? First and foremost, people join law enforcement to protect and serve. Once we explain the truth, I feel that they will be all too glad to switch alliances."

To his pleasant surprise, Gwendolyn actually calmed down. She took a deep breath, relaxed, and gave Rook a contemplative look. "...you have a point," she admitted. "How do you plan to get them to listen, though? People aren't very open to constructive conversation when they're busy trying to shoot us."

"Good point, which is why we are not using the Rustbucket to reach the base. We are going to slip inside and speak to someone that I know. If we do this correctly, it should not be a risk," he explained.

Gwendolyn put her hands on her hips, frowning thoughtfully as she stared hard at Rook. He could almost see her mind whirring, weighing the pros and cons and any other potential options at their disposal.

He had done the same thing, but Rook was certain that he needed to do this. No matter how many soldiers Patience had (she alleged that their current base was a small one only meant for surveillance of the Plumbers, but Rook found that claim highly suspect) it didn't change the fact that the satellite was in space. They needed ships if they were going to mount an attack and the Plumber base was the only place on Petropia to get one. As much room as the Rustbucket had, Rook wasn't foolhardy enough to believe that they could fit an entire army on board. Their hands were tied.

Not for the first time, Rook thought about contacting the Plumbers. With the radio on the Rustbucket, they could manage it. He had enough proof to indict Murowa, at least, but Rook already knew that it wouldn't be enough for him. If he couldn't prove that Argyle was involved, it would be all too easy for him to find out about the pending arrest and the three of them would be gone long before backup arrived. And they would take Ben with them, as well as the Petrosapiens. Rook couldn't abide by that — he wouldn't be able to rest until he locked the energy cuffs around their wrists himself.

Gazing at Gwendolyn, Rook tried to look confident. He knew that she had reached the same conclusions as he had but, given their situation, he could hardly fault her for not being logical. "Please," Rook said quietly. "For Ben."

She grimaced, as though the name left a bad taste in her mouth. Using emotional queues to get the reaction that he wanted from her left Rook feeling uncomfortable, but it did work. Unhappily, Gwendolyn nodded. "You're right," she sighed. "I guess that we don't really have an option, do we? This _sucks_." She turned to the mountain behind them and raised her hands. They lit up with mana spheres, glowing brighter as she curled her fingers into fists. A smirk tugged at her lips. "Up, right? I think I can manage that." A solid platform appeared beneath their feet, raising steadily into the air with the three offworlders balancing unsteadily on it. They were angled toward the mountain top, slowly but surely making their way to the peak.

Kevin was surprised for a moment before he grinned. "That's my girl," he commented affectionately. His girlfriend flushed but said nothing, focusing on her task.

As they rose, the air grew colder and the sun rose higher in the sky. Rook noticed that it was closer to the horizon than he thought — from the ground, the mountain in front of it had seemed so much larger. It was starting to get dark and stars twinkled dimly against the pink-ish sky. None of the constellations were familiar.

Toward the top, Rook found a ledge to safely jump onto. Gwendolyn and Kevin followed, the three of them looking around to take stock of their surroundings. The view was certainly... sparkly. Rook had to squint against the glare from a nearby mountain. Taking it in all at once, looking at so much peranite was hard on the eyes. At least the sun was going down. As it sunk inch by inch over the rugged horizon, Rook's eyes gradually adjusted and the gleam of his surroundings lessened.

"There." He pointed into the distance, where the mountains fell away to flat plains. The top of the Plumber base was lit up, the impressive structure smaller than his pinkie with how far they were. He turned to Gwendolyn and Kevin. "How are you both with long-term endurance?"

Before Kevin could reply, Gwendolyn beat him to it. By way of answer, she held up her wrist, where the Bezel Charm of Telekinesis shone magnificently. "I've been practicing with it. I think that I can get all three of us to fly, if you're both willing to try." She held out both of her hands. "The only catch is that you have to be touching me. I'm not sure if this Charm can project its abilities, but if it can, I haven't figured out how to yet. If you let go, you'll fall."

That wasn't exactly reassuring. Rook's face must have betrayed his uncertainty because Kevin patted him on the shoulder consolingly. "She's practiced with me," he supplied. "It's not as bad as you're probably imagining it, dude. Just keep a good grip and don't look down."

As much as he disliked the idea, Rook wasn't in a position to refuse. He took a deep breath. For Ben.

"Alright," he agreed, taking Gwendolyn's hand. "Land us somewhere close, but not within range. We are not going to want to be seen until after we are already inside, or else they _will _shoot us, whether they know who we are or not."

In the wake of such a severe statement, no one spoke. Gwendolyn took Kevin's hand, giving her boyfriend a shaky smile before she closed her eyes. The Charm at her wrist began to glow white as energy filled in the lines marking the stone like a circuit board. Rook felt his hand tingle and burn like it had been dunked in cold water. He shuddered but didn't pull away. The feeling quickly receded, traveling over his body and leaving him warm. When Gwendolyn opened her eyes, they were glowing white instead of their usual magenta. Having never seen her use magic different from pure mana, Rook couldn't help but stare, entranced. Unlike the life energy that all Anodites possessed, the more raw, power-based magic felt cold and impersonal. When she used it, Gwendolyn almost became a different person: focused, calm, dangerous.

Their feet left the ground. Rook unconsciously tightened his grip but his momentary flight or fight reaction went unnoticed. He wasn't entirely sure how fast they were going, but Gwendolyn picked up speed quickly. Having fur made the biting wind easier on his skin though he noticed that his human companions weren't having the same luck. With their longer hair, Gwendolyn and Kevin were both having problems keeping it from smacking them in the face. With the wind whistling by, conversation would be virtually impossible, so none of them tried.

The flight was short but, by the time they landed, Rook was feeling more than a little chilly. In her short-sleeved shirt and mid-thigh skirt, he doubted that Gwendolyn was feeling any better even if she hid it well. The sky above them had gone from pink to a dusty purple and, even on the ground, it was cooler than before when they finally touched down. Having spent most of his visit to Petropia either inside or underground, Rook was taken aback by how fast the sun moved across the sky. It was easy to forget that the planet only had eighteen-hour days.

Back on solid ground, Rook took Gwendolyn and Kevin aside, the three of them ducking behind a large formation of peranite. The Plumber base was built so that it had carved out a circular chunk in a plateau — to the north, the bridge that led to the capital city of Petra, and to the south, a flat strip for ships to take off and land. Because the base itself was sort of sunken into the ground, it meant that the three offworlders were above it. There was a wall to form a perimeter, but even as they crouched and watched, the guards were heading inside and cameras flickered on to replace their vigilance.

Whether that was a blessing or a curse, Rook had yet to determine.

"So," Kevin spoke up after a few minutes of nothing, "what's the plan, Rook? You know how to get in, don't you?"

Rook hesitated. "Well, um… maybe," he said carefully. "There are a few different ways that we could enter." He shifted, avoiding eye-contact.

He could feel the disbelieving looks that he was getting. Gwendolyn scowled and, had they not been within a hundred yards of an enemy base, she probably would have jumped to her feet to snap at Rook. Instead, she settled for barely-whispered hisses. "_Really_? All of this and _that's _your grand plan? You don't even know how to get inside! What are we supposed to do, knock on the front door?"

"I know the layout of the interior," Rook said instead of arguing. What was the point in yelling when Gwendolyn was right? "We need to find a secure room that will be empty at this time of night. Then, I assume that teleporting three people a few yards won't be too taxing?" He directed his last question at Gwendolyn.

She looked like she still wanted to be frustrated but, instead, all Gwendolyn did was brush her hair back and sigh. "Ben's rubbing off on you in all the worst ways," she grumbled. Behind her, Kevin snickered, earning himself a light jab from her elbow.

That time, the comparison wasn't a compliment, but Rook nodded and grinned. "I will take that as a yes. Follow me."

He knew the perfect place to teleport to. Granted, Gwendolyn may have to take them down a few floors, but it was better than fighting their way in. Once they were closer to the base, Rook stopped them again and had his Proto-Tool do a sweep of all electronics in range. It was a helpful, though limited feature. It generated a rough map of his surroundings, marking places that had high levels of energy usage with orange dots. Its reach wasn't far enough to encapsulate the entire base, but it was enough to show Rook his closest obstacles.

"There are no cameras on the roof," he said with a note of relief. "There are five along our immediate perimeter wall. From what I can see of them, they don't have a very long range, but their coverage is impressive." He bit his lip. "I do not see how to get around them. We cannot fly — their only blind spot is along the wall itself, due to how they are mounted. If we fly now, we will be seen."

At his side, Kevin snorted. He cracked his knuckles and his neck in quick succession, standing up with a cocky grin on his face. "Is that all? Why didn't you just say so?" He stuck a hand out, touching the peranite rock that acted as a buffer between them and the cameras.

Peranite slid up Kevin's body, surrounding his skin and sinking into his very being. Once he was entirely coated, Kevin stuck his hands out in front of him, frowning in concentration as he formed a flat sheet of peranite. It almost looked like a shield.

"That's _genius_!" Gwendolyn cheered, jumping to her feet right alongside him. "As long as we don't stick out from the background, the cameras will never notice the difference!"

Rook was a little more skeptical but_, brallada_, it wasn't like stupid ideas had failed them yet. He stood up straight, nodding his approval as he looked over Kevin's camouflage. "It could work. We do not have the time to waste on another plan, at any rate." He stepped closer to Kevin, squeezing in behind him next to Gwendolyn and stooping his head as Kevin lifted his buffer.

What started as a rectangle gradually grew into a sort of umbrella around them. Kevin took a step forward, the two shuffling around behind him. The first few steps were awkward as they found their rhythm, but then they were gradually making their way towards the wall.

It was nerve-wracking to not be able to see where they were going or the state of the cameras, but suddenly, Kevin bumped into something. He lowered the buffer, all three of them surprised to find the wall staring back at them. Rook hadn't expected it to be that easy. Still, he shrugged it off, glancing at the nearby cameras. They were still focused on the distance, paying no attention to them. He let out a breath that he hadn't noticed he'd been holding.

"Alright," Rook muttered. "Gwendolyn, if you would do the honors…?"

She gave a wordless nod and then the three of them were rising alongside the wall, a platform like glass glowing magenta beneath their feet. Gwendolyn kept their progress slow. It felt like an eternity before the tops of their heads broke the wall, though it must have only been a minute or so.

By the time they reached the top, the sun had set behind the distant mountains. The plains of rock behind them looked more like an ocean, deceptively peaceful so long as they kept their distance. Something tickled in the back of Rook's mind — a seemingly unimportant piece of trivia that made him frown.

"Do either of you find it out how quiet it is?" He asked. "Petropia is known for the vicious nocturnal animals that crowd its wild area. Even given how close we are to a settlement, it is odd that there are not more animals out at this hour."

There was a dismissive grunt from Kevin. "Eh, give 'em a few minutes. Maybe they hit the snooze button on their alarms," he joked. "Don't we have more important things to be doing other than worrying about the flora and fauna?"

"Kevin's right," Gwendolyn chimed in. "Most of those things would try to kill us, anyway. Let's not look a gift horse in the mouth."

Personally, Rook didn't understand what horses had to do with it, but he nodded anyway. "Of course," he agreed. Moving around them, he stood at the edge of the wall, looking down into the Plumber base. The top of it cut off a few feet beneath the wall, though most of it was beneath the ground. "We will have to jump. Try not to miss."

He took a step back, but with a single push of his strong legs, Rook easily cleared the gap and ducked into a roll as he hit the base's roof. When he popped up onto his feet, Gwendolyn had followed him, with Kevin barely closing the distance. Nonetheless, once they were all situated and alive, Rook closed his eyes and tried to picture the layout in his mind.

He had seen the blueprints for the Plumber base, but briefly, with Conway impatiently hovering over his shoulder the entire time. Rook hadn't understood the man's frustration then but, looking back, he assumed that he wasn't supposed to be looking at the blueprints long. He also hadn't been allowed to make a copy or take any photos for his report. It made sense to him now.

Regardless, Rook _had _lived in the base for a week. He had a vague idea of the layout as it related to fixed placed in his mind. Which meant that, if the room he had shared with Ben was a few floors beneath his feet, then…

He shifted, walking along the roof before stopping along the middle. With a grin, he turned to Gwendolyn. "Here. Can you teleport us exactly sixty-three feet straight down?" Seeing the look on her face, he felt the need to add, "Trust me. I know exactly where we need to be."

Gwendolyn still didn't look convinced, but she nodded. As she and Kevin came to stand next to Rook, she closed her eyes and lifted her hands. They glowed with energy as she focused on her surroundings, sending her awareness downward, as Rook asked. When her eyes opened, they were filled in with magenta. "_Abeo Exorior_!" She shouted, her voice echoing. Wind whipped around them, their bodies dissolving seemingly into the air. The sensation was jarring, though not as much as suddenly landing.

Apparently, Rook had undershot the distance. The three of them popped into existence a foot off the ground, stumbling and tripping over each other in an effort to not fall down. It didn't work — Gwendolyn grabbed Kevin's shoulder for support as he was teetering, both of them crashing into Rook and sending their group sprawling.

A tangle of limbs and bodies on the ground, they groaned. Rook wasn't too happy about ending up on the bottom, but he held still while the other two gathered themselves. Kevin was the first to his feet, offering his girlfriend a hand up. They hadn't teleported far but Gwendolyn was still grimacing, rubbing her temples with a sharp sigh.

She took a step and stiffened at the sound of a splash. It was practically pitch dark in the room — the only light was what remained of Gwendolyn's spell and that was quickly fading. "Rook?" She muttered. "Are you sure that this is where you wanted us to land? I don't know what I just stepped in, but it _can't _be good."

Not that she saw it, but Rook nodded as he straightened up. "Yes. You have a spell for light, do you not?"

There was a huff and the sound of fabric shuffling. Even with his gifted night vision, Rook couldn't see anything — his eyes worked with _little _light_, _not _no _light. Then Gwendolyn muttered, "_Illuminatus_."

The room around them was filled with soft, pink light. It wasn't very bright, barely reaching the edges of the room, but Rook had to blink rapidly and look away while he adjusted.

His human(-ish) companions had no such trouble. Gwendolyn made a noise of disgust. "Oh, _gross_! Are we in a _shower_, Rook?" She asked, appalled, as Kevin laughed.

"You know that getting mad when you already have a headache is just gonna make it progress into a migraine," he reminded his girlfriend through barely muffled snickers. His comment went ignored.

"We needed a room that would be empty at this time of night, out of sight but easy to slip out of," Rook explained. "Besides, it is also nearby the person that I want to talk to. I think that he will be happy to help us once I have explained the situation to him."

Not wanting to argue any further, Rook left the showers to step into the empty locker room. It felt like a lifetime ago that he and Ben had been there, hatching a plan just under the watchful eyes of their security detail. If only they had known what their investigation was going to turn up, they could have played their cards better.

He pushed open the door that led to the adjacent hallway, peeking out. The lights were still on but curfew was in place, rendering the hallways empty. As Rook expected, because they were on a low-priority floor, there were few cameras: one at each end of the hall, rotating slowly and without any overlap. Rook watched them for a moment. The timing wouldn't be impossible, but it would need to be precise. Satisfied, he turned back to Gwendolyn and Kevin.

"I have a friend who may be willing to hear us out, but we need to reach the quarters for soldiers first," Rook began. "Here is how we are going to do this: first, we will sneak by the cameras. They are on a timer and, if I am remembering correctly, it will be the same down every hallway we need to us. I will lead through this — make sure to stay close and wait for my signal. We will need to be precise. After we have reached the rooms though, I will open the door. It will be by force and it will be loud enough to startle them awake. Luckily, peranite is thick enough that the sound should not carry through walls. All standard rooms on this base are shared by two people. Gwendolyn, Kevin, you will both need to subdue one of the Petrosapiens as quickly and quietly as possible without knocking them out. If they scream for help or, worse, refuse to listen, this entire operation will have been for nothing," he said seriously. "Are there any questions?"

He didn't understand the looks he was getting from his teammates until, flabbergasted, Kevin managed, "If you can work all that out, how come you always let Ben make the plans?"

Unsure how to respond, Rook said nothing and offered a shrug instead. He turned back to the door, easing it open inch by inch. "On my signal…" He warned, eyeing the cameras. "Any moment… and… _now_."

Without any further warning, the door was flung open and Rook darted to the end of the hall, stopped directly under the camera that was slowly turning above him. To his relief, Gwendolyn and Kevin had kept their reflexes sharp while at college. They were quick to respond and directly behind Rook every step of the way.

Navigating the halls was stressful, but exhilarating. The cameras had a limited range, so it could be difficult to time their sprint just right, leaving the range of the other as it turned in their direction and entering the sights of the new one as it turned away. If any guards were on monitor duty at such a late hour, the most they would have seen was a flash of color other than peranite blue in the corner.

Soon enough, their fun came to a stop. Rook was panting quietly, working to control his breathing as his body hummed with the pleasant feeling of working out. On either side of him was Gwendolyn and Kevin, all of them squeezed together underneath a camera at the end of the hall. The next part would have to be done perfectly. It wouldn't be possible to kick open a peranite door, especially since the ones at Plumber base were sliding doors. The only way in was with a Plumber badge, via the scanner in the wall next to it. Then again, Rook had seen several times that Plumber technology wasn't always the highest quality or the most reliable…

He took his Proto-Tool into his hands, not taking his eyes away from the door. As soon as the camera looked away, they would have ten seconds before they were compromised. Rook took an even breath. He gestured to Gwendolyn and Kevin, getting their attention as he silently began counting down on his fingers.

What was it that Ben sometimes said? _Go big or go home. _

Rook kicked off of the wall, sprinting to the door. He had only visited the cadets quarters once, on their sixth day when Rook insisted on getting extra information for the report while Ben was showering. It had really been an excuse to snoop, not that Rook had come up with anything useful. Still, he was hoping that the cadets behind the door were still willing to listen to him.

He slammed the butt of his Proto-Tool into the scanner outside the door. In the silent hallway, the pitter-patter of tiny metal and glass fragments hitting the ground sounded loud enough to wake the dead. Rook paid it no mind, ignoring the sparking wires in favor of digging his claws into the door's seam. He pulled as hard as he could, forcing it open and stepping back so that Gwendolyn and Kevin could go flying past him into the inky black room.

There was the sound of a fist making contact with a solid body, peranite meeting peranite, grunts of pain, and the room lit up with mana as Rook forced the door closed behind them. Nine seconds, even — but Rook didn't dare breathe until the last one had ticked by. With a confidence that he didn't (_couldn't_) really feel, Rook turned to face his potential teammates.

"Popigai. Igneous." He let himself relax. If the cadets were surprised to see him, then they did an excellent job of hiding it. Or maybe that was the eerie way that Gwendolyn's mana, wrapped tight and constraining around Popigai, cast long shadows over the edges of the features. It appeared to be digging crevices, though in a more metaphorical sense, Rook might have been doing that himself. He glanced at Igneous, being restrained by Kevin's own peranite constructs as he stood covered in the crystal. "It is good to see you both. Though, I realize that this is not exactly a warm reunion," Rook said.

He gestured for Gwendolyn and Kevin to ungag them. There was a pang of hesitance, but the mana sphere that had surrounded Popigai's head flickered away and Kevin begrudgingly removed his hand from where it was forcing Igneous' jaw shut.

"What the _fuck_?" Igneous snapped almost immediately. Whereas Popigai seemed too stunned to speak, Igneous was caught between the exhaustion of just waking up and the indignation of being manhandled. To Rook, his reaction felt perfectly justified. "You've been missing for over a week! Then you just break-in with two off-worlders and hold us captive in our own _room_? We were told that you _died_! There was an explosion in the courtyard, a— an accident with your ship. And Tennyson too, he—" Igneous suddenly slumped. An odd look came to his face. "... I'm not dreaming, am I?"

"If you are," Popigai managed, eyes wide, "then you must be incredibly lucid. This is… I don't…" He shifted about as much as he could in Gwendolyn's mana. "If you're all real then… what's going on?"

Rook stepped closer, putting his Proto-Tool away. Hopefully, he looked less threatening. "That depends. Would you like to protect and serve, or continue swearing loyalty to the Plumbers?" He asked.

Before Popigai could answer, mouth already open, Igneous cut him off with a huff. "Oh, don't pull that moral grandstanding shit, Rook. We _at least_ deserve a basic explanation before you start asking absolutes. Where's Tennyson? Or Tetrax, for that matter? Who are these people you brought with you? Where have you been this whole time? And why? You're filthy and you look exhausted."

Somehow, Rook managed a smile. "Ah, right. You have a point. Is it fair to agree that I will keep talking so long as you both are willing to not fight and only listen?" He sounded more pleading than he wanted to, but Rook couldn't help it. By themselves, two cadets wasn't saying much, but if _they _could listen to him, then maybe…

Igneous and Popigai shared a look. Nothing was said but they both seemed to reach the same conclusion at the same time. Turning back to Rook, Igneous nodded. "Agreed."

Almost immediately, they were released. Gwendolyn kept her hands glowing so that they could see, casting a small light charm as Kevin let his skin return to normal. "Don't try anything," he warned Igneous, blissfully ignoring that the Petrosapien was easily a foot taller than him. "I've been kicking the asses of guys tougher than you since I was eleven. And I won't hesitate to prove it if you wanna test me."

Luckily, Igneous didn't take the bait. He almost snapped back, only for Popigai to set a hand on his shoulder and coax him back. Gwendolyn, likewise, scowled and flicked Kevin in the forehead before tugging him to the other side of the room. Once all four of them were situated on opposite beds, Gwendolyn smiled. "The floor is yours, Rook," she said encouragingly.

"This had better be a hell of a story," Igneous quipped back, folding his arms over his chest. "And you'd better not leave anything out or lie to us. There's an emergency button for starting the alarm." He nodded his head towards the small red button just next to the door.

So Rook started talking.

He began with the truth behind the explosion that had nearly killed both himself and Ben, mentioning the suspicions that they had before and the results of scanning the water that they got from Terces. Apparently, Corporal Mantle had hidden more from them than Rook first thought. After that, he described their experience with the resistance group, Arkein, starting with Patience. The cadets had been visibly shocked that a "legend" (their words, not Rook's) such as herself was actually alive — somehow, it made them even more attentive than they already had been. And by the time Rook finished explaining the infiltration of the water production factory, facing Argyle at decrypted coordinates, Ben's kidnapping and current helplessness, along with the master plan to blow up the _planet_, they were literally on the edges of their seats and their jaws were practically unhinged.

"So are you two clowns gonna join us or not?" Kevin demanded before either of them could formulate a response. His impatience was understandable — Rook knew that he had been talking for around forty-five minutes and, other than some minor details, everything he said was something that both Kevin and Gwendolyn had already heard.

Gwendolyn scowled, knocking her boyfriend's leg sharply with her knee. "_Kevin_! Be patient! After everything they just heard, it's understandable that they would need a few minutes to—"

"No," Popigai cut her off with a frown. "After hearing all that, it's not even a question. Of _course _we'll help you."

That was what he wanted to hear, but suddenly, Rook wasn't so sure. "You will?" He asked. Was it really that easy? After everything, he had trouble believing them.

Kevin must have felt the same because he scowled. "Really? Just like that? How _stupid _do you think we are?" He stood, touching a hand to the wall. Immediately, peranite swarmed him, crawling over his body and threading into his skin until Kevin could no longer call himself human. "If you think that we're gonna fall for that load of horseshit then you've got another thing comin'. And trust me, I know from experience that just because you're made of diamond _doesn't_ mean you can't feel pain." He cracked his knuckles for emphasis.

Forcing a laugh, Popigai held his hands up in surrender. To his credit, he held his ground, refusing to look away from Kevin. "Look, I know how this probably looks to you and I completely understand," he started. Kevin stopped approaching, if only temporarily, and that was all the permission that Popigai needed to keep talking. "To be honest, it's not a difficult decision to make. No one here truly respects Magister Argyle — he terrifies all of us. I've heard that he's always been cutthroat, but the _things_ that he can get away with when he has that much power…" He trailed off, suppressing a grimace. "A-Anyway, that's not the point. Truth is, no one has trusted him for a while now. He's hiding things or flat-out lying. Sending soldiers on attacks without telling them why, dismissing any of the needs of the citizens, people disappearing when he asks to see them in his office— He's not even _here _right now because he had a huge, impromptu mission with some of the higher ranking Plumbers. From my perspective, you all being here is… a relief," he admitted, slumping. "It's been killing me — all of us — to see all that's happening and know that all we can do is keep following orders. I'm glad to give up being a Plumber if it means that we can finally put a stop to all that's been happening."

Next to him, Igneous snorted, as though he found that to be a massive understatement. "Yeah, no kidding. The Red Sleep doesn't have anything on Argyle…" He muttered.

There was a moment's pause while this was processed. His teammates said nothing, but Rook knew that they were all thinking the same thing: _could this really be trusted? _

In the end, the silence was broken by Gwendolyn. Somehow, she managed to look both stern and compassionate at the same time as she fixed the Petrosapiens with a look that Rook had only ever seen directed at Ben. "If what you're saying is true, does that mean that you can convince other Plumbers to follow our lead?" She pressed.

That got a barking laugh from Igneous. "_Us_?" He shook his head, both incredulous and amused. "No. Even if they don't like Argyle, these are still _soldiers_. They'll follow orders if someone in charge shows they've earned that respect. We're still cadets. There's no way anyone would listen to us."

He had a point. Rook remembered the same programming when he first joined the Plumbers. Even when he was aware of it, it was hard to turn away from authority and take control of the situation himself. It left Rook feeling as though he'd made a mistake somehow.

"What if..." the Revonnahgander said slowly, "we could convince Corporal Mantle to side with us? Do you think that the others would rally behind _him_?"

The two Petrosapiens shared a look. They silently debated something for a moment before Popigai turned away with a sigh.

"Yes," he said after a moment, as though uncomfortable. "Corporal isn't a very high ranking position, but Mantle's sort of known around here as a loveable hardass. People will rally behind him. He's got the sort of personality that makes you feel like he only wants to do what's best for you, no matter how much you hate him for it." His lips twitched into a faint smile. "Plus, Argyle's got the higher-ups off at some Summit with the King at Central, like I mentioned. Corporal is nearly the highest rank you're going to find right now."

"But good luck convincing him," Igneous cut it with a cynical scowl. "The guy's not called a hardass for nothing. And considering that all Petrosapiens are _literally _hardasses, you should stop to think about how stubborn he's got to be to earn a reputation like that on Petropia."

Somehow, Rook didn't think that it would be as hard as they described. For the moment, he only nodded. "I will take that risk. As for you two, though… Why not a test of loyalty?" He suggested. "We cannot go to Mantle ourselves — not with the security around that floor. You two will go to his chambers, tell him that someone may have broken into the base, and bring him to this room for us to apprehend. Understood?"

A part of Rook felt ridiculous for offering up such a simplistic plan. Then again, restraining the cadets and explaining things thoroughly had worked for _them_. Why wouldn't the same be true of Mantle? He was probably only overthinking things.

"And what if we don't come back?" Popigai asked. He didn't say it like a threat — he sounded detached and clinically curious. "You _are_ asking us to betray our superior officer. If it doesn't go your way, we'll probably be dishonorably discharged for our hand in it. We could tell Mantle the truth and bring him and a whole army of cadets to have the three of you arrested." He paused, letting the words hang in the air. His eyes flicked over to Kevin, who was restrained from jumping to his feet only by the coaxing hand that Gwendolyn kept on his knee. If the murderous look in the Osmosian's eyes worried Popigai, he didn't show it. He let his words hang in the air a few seconds longer before finishing. "If we did that, where would it leave you, realistically?"

Answering that was difficult but Rook didn't stay quiet for long. He couldn't afford to — not with the meaningful looks being sent his way. "You would not be able to capture us," Rook settled on finally. "Gwendolyn is an Anodite. She can teleport and fly. We would be long gone before either of you could successfully capture us. But, after that…?" He sighed, suddenly feeling decades older. Did Ben feel the same crushing weight on his slim shoulders when people fixed him with those same searching gazes? How did he not collapse beneath the pressure? "We would have to make do with what we had. Our target is the satellite orbiting one of Petropia's moons, so we would be forced to launch an assault on the Plumber base to acquire the ships and equipment that we would need for a large-scale attack. But the loss of life on both sides would be…" Rook shook his head. "We would have no other option, though. Not if we wanted to save Ben. Not if we wanted to save Petropia."

When he finished, the room was stuck in silence. The two cadets didn't dare break it, not even by turning to look at each other. Even without eye contact though, they seemed to reach the same conclusion.

Relaxing, Igneous managed a smile. "No need to be so dramatic," he joked. "We already said that we'd help. Consider us as allies, no matter what happens once we get Mantle here."

"Speaking of…" Popigai got to his feet. "We'll be quick. Just make sure that you're ready to grab him when that door opens."

Rook blinked. A wave of exhaustion washed over him. It suddenly took a monumental amount of focus and energy that he didn't have to keep his spine from sagging. He wasn't sure how to express his gratitude so he didn't try. Instead, Rook stepped out of the way to give his new recruits access to the door. Maybe sensing his sudden shift in mood, neither spoke. As he passed, Popigai set a hand on Rook's shoulder and gave a tight smile. It said all that the Revonnahgander needed to know.

As soon as they left the room, Rook collapsed onto the spare bed they'd left empty in their wake. He leaned forward, elbows resting on his thighs, and dug his palms into his eyes as he bit back a weary sigh.

When Rook glanced up, Gwendolyn and Kevin were having a silent conversation. It stopped as soon as they noticed him watching. Gwendolyn smiled but it was firm and didn't quite reach her eyes.

"It's alright," she said consolingly. "Ben used to get like that too, when the decision making was… too much." There, she chuckled without feeling. "I know it's not worth much, but you're doing a great job, Rook. And I wouldn't say that lightly." A pause and then, with much more passion, she added, "Ben would be proud."

Something stung behind Rook's eyes. He blinked the wetness away. Licking his dry lips, he averted his gaze and admitted what he'd been too shaken to say aloud before. "I wish that he was here." If his voice hitched at the last syllable, then they were kind enough not to mention it.

Kevin huffed, dismissive in a way that he must have spent years learning to fake. "We all do," he said. It could have been sarcastic, had Kevin not sounded so weary and ragged.

The conversation fell to silence — not a comfortable one, but one too solemn for any of them to break. And they waited.

* * *

**A/N: Fuck, this chapter got long. And to think, it was supposed to be **_**longer**_**. Damn. Hopefully, it was worth the read anyway. **

**Chapter Twenty-Two: **_**Where There's a Will, There's a Way**_


	24. Where There's a Will, There's a Way

Rook got to his feet, prying open the door to the small sleeping quarters by only a hair. Considering that everything around them was made of peranite, there would have been no way to hear any conversation taking place in the hallway if he hadn't.

Once that was done, Rook stayed standing, tucking himself out of sight of the door and into a corner. Whispering, he said, "When Igneous and Popigai bring Mantle here, we will need to have some way of disarming him long enough to speak. Gwendolyn, I want you to use a mana sphere to cut off his air supply. Kevin, you will grab any weapons that he has on him and restrain his arms behind his back. I will knock him to the ground and block the door in the event that he tries to run."

Was it a smooth plan? Not particularly, but Rook didn't have long to think about it. His teammates nodded, standing and getting into position in the other corner near the door. "Good luck," Gwendolyn muttered. With a wave of her hand, the ball of light that she had summoned vanished, plunging the room into near-total darkness.

Waiting was difficult, but not because Rook was worried or impatient. It was hard because he knew that every second spent standing there, accomplishing nothing, was another second that Ben was being held prisoner and being experimented on. He knew that Murowa had nothing to gain by killing Ben, but that didn't mean that he wouldn't experience any pain. The thought of it made Rook's stomach churn.

Footsteps sounded in the hallway. Had the three of them not already been holding their breaths, the room might've gone silent. Rook tensed, resisting the urge to grab his Proto-Tool.

"See what I mean?" Popigai's voice sounded. He was keeping a nervous tone, either because he was a good actor or because he was anxious. "The security pad was completely destroyed. We think that someone broke into our quarters."

Nothing was said from Mantle. Whether he believed the cadets or not, Rook wasn't sure. It didn't matter. One heart-stopping moment later, the door was pried open and Mantle stepped into his line of sight.

There was a flurry of movement. Pink light lit up the room as Gwendolyn cut off the Corporal's air supply, Kevin yanked off his supply belt, grabbing his hands and forcing them behind the man's back, a split-second before Rook swiped Mantle's feet out from under him and sent him crashing to the ground.

While Kevin struggled with him on the ground, Rook turned his attention to the cadets. There was no way that the cameras missed all of that, not with Mantle's legs sticking out the door, but hopefully it wouldn't matter in a few minutes. He waved the younger Petrosapiens into the room. They obeyed hastily, stepping over their superior's kicking feet as Rook forced the door closed behind them. By then, it was a relief to note that Kevin was having an easier time as the man's struggles grew weaker.

Only once Mantle's eyes had closed and his breathing began to grow shallow did Gwendolyn let her mana sphere drop. She replaced the light source from before, letting a mana sphere pulse steadily against the ceiling so that they could see.

Understandably, the Corporal was fairly angry when his eyes opened again. But he had earned his promotion rightfully and he wasn't an idiot. He blinked up at the lot of them, steely-eyed and unhappy, but compliant. When he went to sit up, no one stopped him, though Kevin muttered something under his breath that Rook couldn't quite catch.

"I thought that you were dead," Mantle said bluntly. He looked up at Rook as he spoke, feigning disinterest as his gaze flicked over everyone in the room. The only betrayal of his thoughts was a faint flash of surprise when he appeared to recognize Gwendolyn but it was quickly forced away. "I'm assuming that you all have a good reason for taking me hostage in my own base?"

Everyone turned to Rook for an explanation. He felt a flash of annoyance but quickly brushed it away. If he didn't want to be in charge, then Rook figured that he shouldn't have tried giving commands in the first place. At least it hadn't turned out badly yet.

"It is a long story," he said after a moment. "Can I ask, if it is not too invasive, how loyal are you to Magister Argyle?"

If Mantle found this to be an odd question, he gave no indication of it. Other than a deepening scowl, he hardly acknowledged it at all. "I'm not," he said. "I'm loyal to the individual in charge, whether it's my direct superior or the head magister. It's not a complicated system. Those who have earned their power have my respect and loyalty."

His shoulders shifted experimentally and that was all the warning that Rook got before Mantle suddenly slammed his elbow into Kevin's gut, twisted around, and grabbed the Osmosian by the throat before slamming him into the ground.

"Kevin!" Gwendolyn cried out. She started forward, only to freeze as she noticed the sharp gleam near her boyfriend's neck.

Though they were both made of peranite, Mantle was stronger and clearly more experienced with the material. He held Kevin down easily, pinning his flailing limbs with restraints that sprouted from the ground itself. His hand stayed on Kevin's jaw, forcing his head down and his mouth shut, while his other arm narrowed to a flat blade. A scowl on his face, he impatiently tapped the tip of it against Kevin's neck. It made a clanging sound but, even though it didn't seem to hurt, Rook knew how easily that could change. Peranite could be crushed. He had to force away the mental image of his friend's head rolling away from his body, shattered crystals on the ground where his throat had been.

"Start talking," Mantle ground out. "None of that cryptic bullshit. Answers. _Now_."

"We are trying to stop the planet from being blown up!" Rook blurted out before he could stop himself. He had to forcibly tear his gaze away from Kevin to look at Mantle. "Argyle has been working against you and the people of Petropia this entire time! We need an army and a fleet of ships to stop him and the Plumbers are our only option."

Mantle didn't relax his arm but he did move it away from Kevin. He thought about it for a moment before lurching to his feet. Immediately, the restraints holding Kevin fell away and Gwendolyn was soon on her knees at his side. It looked like she was trying to keep him from starting a fight more than she was trying to comfort him, though Rook only got to watch them for a few seconds before Mantle was looming in front of him.

"Do you have any evidence of that?" Mantle asked, lifting his arm. The broadside of the sword he had formed caught Rook's reflection. Did he really look that run ragged? "That's an awfully serious accusation. Planetary-wide treason, as a matter of fact. You're an accomplished Plumber, Rook. I'm sure that I don't need to remind you of the consequences of making such a bold claim without sufficient proof. So…" He gestured with his free hand. "Where is your damning evidence, then?"

Rook clenched his jaw in frustration. At his sides, his hands curled and uncurled into fists. "...I do not have anything aside from eye-witness accounts," he admitted, glaring at the ground. Even the files that he had from Murowa, while enough to incriminate her, made no mention of Argyle.

There was a noncommittal hum from Mantle. "That's what I thought. At least you're honest." He let his arm melt back into a proper hand, flexing his fingers experimentally before turning away from Rook. He knelt down, picking up the utility belt that Kevin had pulled off of him. From it, Mantle grabbed a pair of energy cuffs. "In that case, I'll have to place all five of you under arrest." He ignored the muttering that broke out in the room, turning to Rook first. "You're being taken into custody for falsely accusing a Plumber officer of treason, for breaking and entering a private military base, for destroying government property, for assaulting an officer, and for attempting to start a coup. You have the right to remain silent. Anything you say can be used against you in court. You have the right to talk to a lawyer for advice before we ask you any questions. If you cannot afford a lawyer, one will be appointed for you." He gestured for Rook to hold out his hands. "Do you understand your rights?"

Never, not even once since he first set his sights on Plumber Academy, had Rook ever imagined being the one on the other side of _that _phrasing. For a moment, all he did was blink, staring uncomprehendingly at the Petrosapien in front of him.

"Yes, I understand," Rook muttered. He held his hands out, refusing to acknowledge Kevin's indignant shout of his name. Mantle stepped closer, holding the cuffs out. Before he could lock them in place, Rook suddenly grabbed them, snapping the wrist cuff in half over his knee. Energy crackled, making the air warm and stink of plasma. The glow fizzled out and Rook dropped the pieces, expressionless. "I think that you are forgetting about _yourself_, Mantle. After all, you did allow a suspect and known convict to escape under your watch."

Rook knew that he was right when Mantle's eyes widened. The man faltered, staring down at the broken pieces, only to again force a scowl. "And your evidence for this?"

"Do not waste both of our time," said Rook stiffly. He stepped forward, kicking aside the shattered cuffs carelessly. He forced Mantle to take a step back, the uncertainty in his eyes only growing. "This is not a trial nor are you a jury. I do not need to give you evidence for things that you already know to be true. For example, you fought with Ben when we broke into the water treatment facility. You have plenty of time to attack him, yet all you did was stand there. Why? Because you know that Magister Argyle is a law-abiding officer in name only and you have never trusted him." His eyes narrowed. "You may correct me if I am wrong, but I doubt that I am. Right, Mantle?"

The Petrosapien blinked, surprised, then straightened. There was a pause before he said, slowly, "You're right, Rook. But that hardly solves anything, does it? You—" He jabbed Rook in the chest for emphasis, "—have never been a leader. You've always been shadowing Tennyson, following his lead. You're right that you don't need evidence for any of those claims you made, not now, but what evidence do I have that you've changed? I'm not going to follow someone who hasn't earned it, and neither will any of my soldiers."

It was Rook's turn to hesitate. He choked on his reply, biting his lip. Mantle had a point. He had never been the leader type — from being under his father's watch while working the farm, using the legacy of Ben 10 to inspire him to leave Revonnah, to swearing allegiance to unshakable authority as a cadet, Rook was every bit a follower.

"There are other people in charge at our base," he offered weakly. "Passionate and intelligent leaders. They do not need my help to command respect."

Mantle studied him for a long moment. He didn't seem angry with Rook but the look of disappointment in his eyes somehow stung more. "Shame," was all he said. "Then you wasted your time coming here, didn't you? I'll escort you to the exit since we've already established that I won't be arresting you, but I think it's best that you leave. I honestly can't figure out how you expect to get soldiers to die for your beliefs if you can't even believe in yourself."

The Corporal turned to leave. Rook was going to let him go, too. He had turned his stare to the ground, lips pressed into an unhappy but resigned line. There was nothing else that Rook could say so he stayed silent.

"Hey." Kevin grabbed Rook by the shoulder, giving him a shake and a scowl. "What the hell do you think you're doing, letting this asshole walk all over you like that?" That made Mantle pause, though he didn't turn back around. That was ignored by Kevin, who continued brazenly. "More importantly, how come you're selling yourself short like that? If anyone in this room is a leader, it's definitely you, Rook. You're the one who got us into that space station and you managed to find Ben and get all that extra information."

"He's right," added Gwendolyn as she stepped up to Rook's other side. "And it was your idea to come here. You planned our infiltration and attacks based on playing to our strengths. Only an attentive leader could be so calm under pressure and use his soldiers that efficiently." She gave a soft smile, reaching down to gently squeeze Rook's hand. "I think you got stuck with Ben's self-doubt, though," Gwendolyn joked. "Otherwise you wouldn't need us to tell you what a great job you've been doing."

Rook tried and failed to bite back a smile. There was a surge of affection in his chest. He started to thank his friends for their encouragement but, before his mouth had even opened, Mantle was turning back to them.

"If your friends are being truthful, then that's a start," he said matter-of-factly. "But if you're missing self-confidence, then all of your achievements mean nothing. Not if you don't think that they have any merit. You can't waste time doubting yourself. In the field, that can be a death sentence. Not only for yourself, but for everyone that's relying on you to make the tough choices." Mantle stepped closer to them, ignoring Gwendolyn and Kevin to fix Rook with an intense look. "If you can handle that, I'd gladly follow you to the edge of the galaxy. If not, then it's like you said: don't waste my time."

The wrong answer, Rook knew, would mean that he was forfeiting Mantle's cooperation. It meant that he wouldn't be getting any help from the Plumbers and that rescuing Ben, let alone the planet of Petropia, might turn out to be a logistical impossibility. But at the same time, Rook wasn't about to lie.

"I am not sure. As far as leading goes, I am still new to it," Rook admitted. He was still holding Gwendolyn's hand and, quelling a flutter of nerves jumping into his throat, he gave a firm squeeze and steeled himself. "But I know that I am capable. And I am more than willing to do my best, even if it costs me my life. I refuse to disappoint all those who have placed their trust in me."

Maybe it was Rook's imagination but, for a split second, it almost looked as though Mantle was smiling. "Good answer," he said without a hint of emotion. That time, when Mantle turned away, he gestured for them to follow. "Cadets Igneous and Popigai, return to bed. We'll discuss your punishment for this in the morning. You three, come with me. You can fill me in on the details of this story while we wait for sunrise."

Stunned, Rook stared after him before sharing a look with Gwendolyn. She seemed just as confused as he was but, at Rook's prompting, let go of his hand and nudged Kevin forward gently. At first, he wasn't very willing to go, until he noticed the pointed way that Rook was looking at the cadets.

Once his friends had followed after Mantle and left the room, the breath that Rook had been holding came out in a heavy sigh. He looked over at Popigai, giving a weary smile. "I apologize for getting you both you trouble. Not only this time, but back when you were charged with keeping an eye on Ben and me. It was never my intention to make things difficult for you."

Igneous scoffed, letting out a burst of laughter. "Oh, we're not the ones that you have to apologize to. Kimberlite was punching holes through walls over you two. Come to think of it…" He tapped his chin in mock thought. "Shit. She's going to kill us when she finds out about this."

"At least we'll have died for a good cause," Popigai joked. "Maybe they'll construct a monument in our honor once everything's said and done."

Rook allowed himself a smile but it didn't last long. He approached Popigai, setting a hand on the cadet's shoulder. "For what it is worth, I did enjoy those few days before you were no longer permitted to talk to me," he said. "It was nice to have a like-minded friend. In case this does not turn out well for me, I thought that you should know that."

That got him a funny look from Igneous — a good thing, because Popigai looked too taken aback to reply. "Don't tell me that you're actually thinking that you could die, Rook. I don't think that anyone on your team would stand for that. And I wouldn't, either." He gave Rook a warning look. "After that speech you just gave Mantle, I'll never forgive you if you die. There's only about a handful of people who can make that guy shut up and I'm not about to accept one of them dying. Got that?"

Popigai managed a nod. "Agreed," he echoed.

There was a moment where Rook wasn't sure how to respond, but then he smiled. It felt much more genuine than it had been a few seconds before. "I understand," he said, letting his hand drop. "Thank you both, for this. Goodnight." He wasn't sure what would happen if he lingered so Rook decided not to risk it. He left both cadets with a parting wave before ducking out of the room and into the hallway.

The other three were waiting just outside the door. Rook wasn't sure if they were listening to the conversation but he didn't ask.

The silence was awkward and stiff, broken only when Mantle inclined his head towards the scanner that used to open the cadets' door. "The damage for that is going to be billed to the Earth Plumber division. Just so you aren't surprised when they get the memo."

Kevin laughed. "Yeah, like _that's _anything new for them."

The comment didn't make Mantle smile but he didn't seem annoyed, either. He turned, starting down the hall and expecting them to follow — which the three of them did after a moment of deliberation.

When the idea to go to the Plumbers for help had first come to Rook, he'd thought that he had snapped and lost his last shred of common sense. There was the strong possibility that they would be shot or arrested before they could talk to anyone, not to mention the _astronomically _slim possibility of anyone actually listening to them. Rook first thought that most of the higher-ups being away was a stroke of luck but, when he remembered that they were supposed to be with Argyle and _he _was onboard the satellite where Petrosapiens were being held hostage, it seemed much less fortunate.

Hopefully, they made it in time to save everyone. Rook still wasn't clear on why the Petrosapiens were being kidnapped, but he doubted that they were coming out of it alive.

"Here." Mantle stopped walking abruptly. Rook nearly fell over himself, placing a hand on the wall just in time to keep from slamming his face into the floor. He was at the back of their small group, but even if the entire base had seen that, Rook's thoughts were still too far away for him to feel embarrassed. The Corporal unlocked a door with his Plumber badge, stepping back to let the three of them enter. "Sorry that it's small," he said without sounding very apologetic. "It's a guest room. It will be daylight in a few hours, so I doubt you'll be doing much sleep either way. I'll leave it unlocked. No one should bother you. I'll stop by once everyone is awake and in the cafeteria. Seems the easiest way to get their attention all at once," he explained.

Absently, Rook nodded. He was about to let Mantle go, only to speak up at the last second as something occurred to him. "Are you going to tell them?" When that didn't garner more than a raised eyebrow, Rook specified, "The truth about it all. Everything that has been happening. Will you give the soldiers details?"

Mantle stared for a moment before smiling ruefully, offering a half-hearted shrug. "I'll leave that decision to you. But, my advice? If you're going to expect people to follow your lead, give them a reason to. Goodnight." He ignored Rook's attempt to speak up, shutting the door behind him with a click.

There was a paranoid urge to make sure that the door was unlocked but Rook resisted the temptation. Trust had to go both ways. Besides, it wasn't as though he had anywhere to be until morning. There were other things on Rook's mind, anyway. He turned to take stock of the room.

It was small, like Mantle said. There were only two beds, but there was a desk along the far wall with a window above it that overlooked the courtyard. The window was too narrow to climb out of but Rook liked being able to see the sky. He had spent enough time underground recently to last a lifetime.

Since the desk chair had already been claimed by Kevin and Gwendolyn was perched on the far bed, Rook dropped down onto the one nearest the door with a heavy sigh. "Well?" He prompted, sounding much more exhausted than he would have liked. "What do you both think I ought to do?"

Kevin twisted his chair around so that he could sit in it backward, resting his elbow on the back of it and cradling his chin in his palm. "I know you're exhausted, Rook, but try thinking about it for more than two seconds." He snorted. "If you were in their position, what would _you _like? Set the scene: you're a cadet, a rookie, barely had to fight and you've probably never killed anyone or watched a friend die yet but you're terrified of the idea all the same. And you don't know the guy trying to convince you to lay down your life, just that he's an off-worlder in cahoots with the human you've been schooled not to trust. Even if your magister isn't the nicest guy, you've got no reason to believe him. "The devil I know," and all that. What'll get you their trust faster? Laying down all your cards or being just as cagey and vague as the guy you claim to be better than?"

When he finished, there was silence. Rook wanted to say something but nothing came out when he opened his mouth. He had expected a moral dilemma, some sort of debate, but the way that Kevin laid everything out made it all slide into place. After that, any argument that Rook had been considering was washed away.

The silence was broken by Gwendolyn, looking as stunned as Rook felt. "Wow, Kevin. I… That was really mature. How long have you been thinking that?"

He smirked, huffing on a laugh. "What, that speech I yanked out of my ass? Both of you oughta pull yourselves together. You both would've come to the same conclusion sooner or later. Problem is, you're both logical thinkers and there's nothing logical about asking soldiers to die for you." His smile faded, turning serious as he fixed Rook with a serious look. "I don't know if it helps any, but Ben would've said the same thing. He probably wouldn't've even had to think about it. He's not always too logical, but in a funny way, I think that's why he makes such a good leader. People wanna trust him and he doesn't wanna let that trust be misplaced." Kevin, who had been staring into space thoughtfully, suddenly blinked and turned to Rook again. "That making any sense?"

Rook smiled gratefully. "More than you know. Thank you, Kevin." Somehow, the idea that Ben would have approved of their plan was comforting. Weird. And just a few days before, Rook had been angry at him for his unpredictable nature and poor leadership skills. He wished that he could take back everything that he said. All it took was a little perspective to show Rook how wrong he had been.

"Well said, babe," Gwendolyn teased. She stood up, walking over to Kevin and kissing him on the cheek.

She might have turned away, had Kevin not smirked and grabbed her by the hand. He pulled her closer, their knees bumping together and their faces inches apart. "What, I deliver the mother of all pep talks and all I get is a kiss on the cheek?" He asked lowly.

The soft sound of lips meeting filled the quiet room, but Rook didn't watch. He had already looked away, biting back a sigh as he maneuvered himself silently into laying down. Considering the stress of the last few days, Rook wasn't going to deny the happy couple a few minutes to each other. It wasn't as though they had _asked _to be sucked into a planet-dooming conspiracy. Even if Rook _strongly _disliked listening to their giggling and the sound of fabric sliding together as they enjoyed themselves. Why the thought of it made Rook sick, he wasn't sure, but he didn't dwell on it. He folded his arms behind his head to be used as a pillow, closed his eyes, and tried to rest.

Of course, Rook knew before he started that it was hopeless. He was too tense, muscles pulled taut under his skin. And the longer he laid still, not running on adrenaline or desperation for the first time since Ben had gone missing, Rook realized that he hadn't slept since then, either. He hadn't eaten much of anything or even stopped to shower. His fur was matted with sweat and blood, in some places. He was dirty and uncomfortable, but all of that could have been ignorable if it wasn't for Rook's spinning thoughts.

He missed Ben. It shouldn't have been difficult to acknowledge, but every time the truth stared Rook dead in the eye, he found himself choking on it. Was he being overdramatic? It didn't feel normal to worry over another person so much, but wasn't Rook's worry justified? He felt guilty for not being more concerned with Petropia. Logically, a planet ought to be prioritized over a single person. Only it wasn't any person, it was _Ben_. Rook wondered what it would be like if he was there in the room with them. Ben would know what to do. He might have even been able to help Rook understand what he was feeling.

It didn't make sense but, as Kevin had so eloquently pointed out earlier, Ben had his own way of making the illogical work for him. It was a trait that Rook had (begrudgingly) admired many times before.

His thoughts didn't calm or cease, but as Rook laid still and dozed, they took on a more visual course. He wasn't dreaming — not _exactly _— but Rook's ponderings pulled him to dozens of different places and each one summoned an image of the look on Ben's face when he'd realized the truth behind their partnership. It was as though someone had yanked his heart out and crushed it. Lost. Betrayed. Pained. How was he feeling at the moment, while Rook lounged in relative comfort? Was he thinking of their partnership? Did he regret calling it off? In a weird way, Rook didn't. As much as it ached, it was a wake-up call that was long overdue. He wished that he could apologize. For all of it, everything: never treating Ben like the hero he was, never bothering to get a deeper look at the person he claimed was his best friend, never being there when it _really_ mattered. Rook thought, at that moment, that he would go to the ends of the galaxy and further, to take back all of his mistakes.

It was a relief, then, when the door to the room banged open and Rook was finally startled out of his downward spiral.

While he started into a sitting position, shaken and dazed, Gwendolyn and Kevin practically fell out of the bed that they were sharing. Rook couldn't remember them ever moving away from the desk but, then again, he didn't remember much after laying down. His thoughts had cycled out as quickly as it had come. He gave his friends a weary glance as they tried to look put together before turning to who had interrupted his not-quite-sleep.

Mantle stared back at him with a decidedly exasperated look. "Morning," he drawled. For all that had happened in the last few hours, he seemed remarkably unconcerned. Calmly, he stepped into the room and closed the door behind him. "The sun has risen," he said with a gesture toward the window. It was only then that Rook noticed how much brighter the room was and took note of the warmth on his face. "My men are all in the cafeteria. If you ever want to talk to them, this is your best chance."

He was kind enough to pretend that he was speaking to all three of them but there was no mistaking the severity in Mantle's eyes when they settled on Rook. There was a lot riding on what was about to happen — they all knew it.

Maybe it was the lack of sleep or the early-morning haze that made everything feel far away or even that the talk from the night before had actually _helped_, but Rook felt none of the apprehension that he was expecting. Given what he was preparing to do, he thought that he ought to feel anxious or worried or nauseous, but there was only the overwhelming sense of detachment. Was that a good thing? Rook knew how important it was, how much was resting on his abilities of persuasion, but for whatever reason, all he could think about was how one of the last conversations he'd ever had with Ben ended with his ex-partner slapping him.

Who wanted to die with a regret like that?

"Now is a good time," Rook said. He got to his feet, making sure that his fur was laying flat and his armor wasn't too dented. It really was overdue for good maintenance but he hadn't had the time recently. He thought about having breakfast first before quickly deciding against it. No, he ought to give his speech before that. No sense in waiting for the calm to wear off or tempting his weak stomach with what passed for Earth food on Petropia.

His answer seemed to surprise Gwendolyn, though Rook didn't understand why. Did she not feel as in control as he did? "Are you sure, Rook?" She asked as she walked over to set a hand on his shoulder. "You haven't prepared anything to say. And you've only got a few hours of sleep and you haven't had anything to eat in—" Her eyes narrowed. "Rook, were you _actually_ sleeping this whole time?"

There was a moment where Rook was unsure how to answer. He felt this odd sort of confidence in his chest. He had always been confident of his abilities as a Plumber, but Rook was feeling something new. It wasn't confidence for his abilities — what he had verifiably accomplished, as evidenced by the impressive scores coloring every Academy report — but it was confidence for what Rook _hadn't _done. What he suddenly felt himself capable of.

What a novelty.

Firmly, but not unkindly, Rook shrugged Gwendolyn's hand off. "I will sleep afterward. This is a small window of opportunity. Besides, Revonnahganders need less rest than humans. I will survive a speech just fine." He turned away from her, facing Mantle. "Please. Lead the way."

As skeptical as the Corporal still looked, he nodded and opened the door to gesture them out. True to his word, the halls were completely devoid of other lifeforms. Rook counted himself lucky. That gave him a minute or two to work out what he wanted to say.

Perhaps, as Gwendolyn had said, Rook _should _have put more time into thinking about the speech he was supposed to give. Still, the thought of standing in front of a mass of trained soldiers who disliked him on principle without anything to say didn't fill Rook with the dread that it should have. He thought about it but, ultimately, his plan was to follow what Kevin had said. The talk with Popigai and Igneous had gone well and all Rook had really had to do was be honest with them. Overcomplicating the situation would only make his experience feel less genuine than it was.

When their group stopped walking, Rook mentally berated himself for constantly spacing out. He recognized where they were from those tours of the base and took a deep, but unnecessary, breath to steady himself. The end of the line. _'Here goes everything,' _Rook though dimly and Mantle opened the door to the cafeteria.

At first, there was no reaction. Mantle strutted forward like he owned the place (which he more or less did at that moment) and, hesitating only long enough to falter, the three off-worlders followed. The eating area was loud and reeked of salt, but Rook was used to that from the time he'd spent at the resistance base. He scanned over the faces in the crowd. Not a one was familiar but each and every one tensed up when their eyes locked. Like magic, a ripple effect passed through the room. Conversation pattered off into muttering, which was quick to give way to stony silence. Every pair of eyes in the room was on them and every hand was twitching as though to pull an invisible trigger. Rook was certain that the only reason there wasn't a jagged spike through his chest was that Mantle was leading the charge, chin held high as he stalked forward and his soldiers parted for him without question.

Once they reached the front of the room, the spell that had gripped every Petrosapien in attendance seemed to lift. Whispering broke out behind them, more than a few voices coming out as furious hisses. Confusion and fear filled the room with completely different energy from before: hurt and angry, buzzing and working itself into a frenzy.

The end of the cafeteria sported a long table, elevated from the normal soldiers, where Rook assumed that important officials took their meals. It was empty until Mantle climbed up on top and held a hand out, signaling for everyone to stop talking. From the way that every mouth in the room almost immediately snapped shut, Rook assumed that he was not alone in being impressed.

"You're all confused," Mantle spoke after the noise had finally stopped. "I'm not going to tell you how to feel or what to think, but I am going to provide you with the pieces to work that out for yourselves. Or, rather, _he_ is." He held his hand out and, without even blinking, Rook took it and let Mantle pull him up onto the tabletop.

There was something thrilling about putting his filthy, dirt-covered boots on the spotless surface where Argyle had enjoyed his meals and his power. It felt wrong. It felt satisfying.

He spared a glance at Mantle but, when all he got in return was a smile, Rook realized what he was doing. The Corporal would say no more: he had carried them far enough. Everything else would rest with Rook.

He closed his eyes for a moment, taking a shallow breath, and was ready.

"I am Rook Blonko," he said. In the large, silent room, his voice carried far. It sounded smaller than he would have liked but, then again, that was fitting. "You all may know me as Ben Tennyson's partner who, until recently, was staying temporarily at this base as part of the yearly check to ensure that things were developing smoothly. I know that you have not heard the most flattering things about either of us but I ask that you not conflate the lies that you have heard with the reality that I am going to explain to you. Every last one of you deserves to know the truth about what has been happening." He paused, then added, "If at any point you wish to leave, I invite you to do so. You are under no obligation to believe me or even to listen. This is not about restricting your free will."

Even as Rook said that, several Petrosapiens got to their feet and left. He counted exactly twenty-one which, all things considered, was far less than Rook was expecting. Not all of the looks from the remaining soldiers were friendly or even all that open, but morbid curiosity was better than nothing. It was at least something that Rook could work with.

He cleared his throat. "To those who stayed, I thank you. The story that I want to tell you is not yet complete and it does not entirely make sense, but it began several weeks ago when Ben and I arrived on this planet…"

And so, Rook told them the truth. All of it.

He'd had lessons in public speaking before, of course, but Rook knew that he was doing it wrong. He couldn't keep from fidgeting, couldn't stop backtracking and correcting himself, couldn't manage to keep his gaze on the crowd when the ceiling looked so much less judgemental. He wasn't sure what he was saying, exactly, just that he was telling the story exactly as he remembered it and praying that it would be enough for the soldiers in front of him. No one had left while he was speaking, though Rook honestly couldn't consider that a blessing _or _a curse.

He could hear his pitch shifting upward as he continued. More sporadic, more desperate — less about humbly asking for help and more about shamelessly _begging _for it. Mantle would probably be ashamed but Rook refused to look over at him to be certain and the man didn't try to stop him.

The nervousness that Rook hadn't felt before had slammed into him at full force. He was dimly thankful that he hadn't eaten. The crowd seemed to fade away and Rook was just standing there, rambling to himself, cursing everything that had happened and blaming himself for it all. Had he just used a contraction? Too late to go back and apologize for the slip, not that Rook was feeling very apologetic. He couldn't breathe but he couldn't stop talking, either.

He wasn't a leader — he'd been kidding himself to think so. His sympathy went to Gwendolyn and Kevin, knowing how ashamed they had to be, watching him on the verge of a breakdown after putting so much faith into him.

"And it all _is_ my fault," Rook insisted more to himself than them, as he'd suddenly become taken with staring at the ground, "because I never should have allowed the Plumbers — the organization that I admired and idolized for the better part of a decade — to convince me that my morals were bendable for the sake of their "greater good." Whether you like Ben 10 or not is beside the point because I have _always _looked up to him and yet I still found it within myself to lie and deceive him, daily, to his face, for the entirety of our relationship because someone whom I believed to be wiser than me said that it was acceptable. Expected, even. The only reason that Ben — my friend, a hero, and someone that you all ought to respect regardless of what you've been told of him — is captured and this planet is in danger is because I allowed it. I have my excuses and explanations but, at the end of the day, I could have prevented it. At the very least, I should not have let his anger drive me away when I _knew _that he has always been a target."

Rook suddenly righted himself, forcing his head up to soak in the looks he was receiving. Confused. Sympathetic. Angry. Everything that Rook was feeling and more. He continued. "But I do not come here today to deliver a sob story and prostrate myself for some deluded sense of forgiveness from people who cannot offer it. I say these things, which I have not told even my close friends—" a nod in Gwendolyn and Kevin's general direction, "—because all of you in this room can sympathize with this story. You may not have done anything directly, but you have been complacent, and that is bad enough. A few days ago, there was a raid on the base I was staying in, as I have already explained. How many of you had friends injured in that attack, fighting your own people for reasons that were not explained to you? Before that? How many felt guilty as your orders to police the populace grew more strict? How many have tried protesting and disappeared not long after? I am sure that it was easier to ignore it — keep your head down and your mouth shut — but I can no longer stand back and watch the lot of you act like such spineless _cowards_."

Without warning, Rook jumped down from the table. The room broke into scattered mutterings, indignant and ashamed, only to die off as his gaze raked across the room. He had never felt so impassioned before. The nervousness was gone but Rook wasn't calm, like before — he was practically shaking, abuzz with fury and righteousness and far too gone to stop before he had his say. "_Cowards_," he spat again, "like I was. Like a part of me fears that I still am. If you cannot accept that, then leave. The door is not locked. I am sure that your peers would think less of you for it but, if your complicit behavior up until now is any indicator, you must be fine with that. So do not believe me if you feel that it is the moral choice. I am not asking for your forgiveness or admiration or even your respect — I am asking you all to help your planet and the people that you care for while you still have the opportunity to make restitution. And I will not ask you to die for Petropia either, should you decide to follow me. I have no use for dead bodies and neither should you. People who have something to live for, a reason to claw for victory and life and refuse to give up… Those are the remarkable individuals who are going to get us out of this with a victory that is worth celebrating." Finally, Rook stopped. He took a deep, shaking breath. His chest ached. He was exhausted. He had to look absolutely ragged. After a moment, he added, "You know where the door is if none of this appeals to you."

In finishing, Rook's voice had barely been louder than a whisper. Considering how quiet it was in the cafeteria though, he wouldn't have been surprised if they could hear his heart slamming in his rib cage.

The crowd shifted for the first time since Rook started speaking. Had he not known any better, he would have thought that he was speaking to a room of statues.

His breath caught when he recognized who was standing. Sandwiched between a nervous-looking Popigai and Igneous, Kimberlite stood tall and proud. She looked no different than she had a few weeks before, nothing but a rookie cadet eager to prove herself better than all those around her. Rook understood — he had been that person, once, only without the ferocity.

Resigned, he prepared himself to be heckled or lectured. What Rook wasn't expecting was Kimberlite's tired smile.

"That all sounds suitably dramatic," she spoke loudly, making sure that her voice carried, "and I applaud your excellent speech, but it all leaves me with one question. The most important one and the one that you never answered." A pause. It felt as though the room itself was holding its breath. Just as it peaked — growing unbearable and making Rook itchy with anticipation while leaving him seconds away from impatiently demanding to know what she was talking about — Kimberlite chuckled. "Where do we start?"

The relief was so acute and crushing that Rook almost cried. Almost. He held his breath but, when no one made a move to leave and the eyes on him were painted with eagerness instead of malice, he let himself relax. It felt odd to be devoid of tension but Rook didn't care.

"We start by relocating all resistance troops to this base," he said after a moment. "It is most efficient to have all of our resources pooled into one place. I doubt that Argyle will be returning soon and even if he does, all the better for us to be waiting for him. After that…" For the first time that day, Rook allowed himself a smile, "...we plan our counterattack and save the world. Obviously."

That must have been the right words — thunderous applause rocked the room, nearly deafening Rook in its enthusiasm. He felt his smile widen, pride swelling in his chest as he looked out over the sea of cheering people. People he had an effect on, who he had somehow convinced to follow him. Just like Ben always did. Rook started to laugh but barely got out a chuckle before he was pulled to the side.

"_Rook_! Don't keep something like that from me ever again," Gwendolyn whimpered, eyes teary but filled with anger and affection. Her hands were on the alien's shoulders, squeezing so tightly that her arms were shaking as though attempting to cement Rook in place — to reassure her that he was solid and real and wasn't about to disappear. She didn't yell at him, as Rook had been expecting. Instead, she crushed him into a hug that literally took his breath away. "We can't keep him from getting into trouble, but we'll _always_ be there to make sure it's never too bad. Never anything more than we can handle together," she muttered against his chest like a prayer. Gwendolyn said nothing else and, tentatively, Rook reached around to hold her as she quivered.

Kevin was soon at his girlfriend's side. He gave Rook an apologetic look before quickly scooping Gwendolyn into his embrace from behind. That only seemed to make her cry harder, clinging to Rook as Kevin ran a hair through her hair and whispered encouragements against her scalp. Rook knew that her tears weren't over anything he had said. He felt it, too. The weariness. The concern. The empty space next to them. How empty it all was without Ben's awkward mumblings and skinny arms hugging his cousin close in a clumsy attempt to console her.

There was a tap on his shoulder. Rook turned, not at all surprised to see Mantle. He blinked and the Petrosapien smiled, kind enough not to mention the sheen to Rook's eyes or the damp fur leaving a thin trail down his face.

"You did a good job," he said, motioning to the soldiers that were still making far too much noise in their celebration. "I know it doesn't mean much coming from me, Rook, but you really are a good leader. I'm proud of you. I think that if Te— um, _Ben_ was here, he would be too." Mantle patted him on the shoulder again and let his hand drop.

As he turned to walk away, Rook didn't try to stop him, but he managed a smile. "It means something. More than you know," he muttered.

Mantle didn't look back but he did pause, steps faltering for a second before he shrugged it off and continued. As well as he tried to hide it, Rook still caught a glimpse of the smile on his face.

With a sigh, Rook turned back to his friends. He knew that there was no calming Gwendolyn until she finished going through the motions, so he didn't try. A sad smile came to his face as he gave her a squeeze. Rook wanted to apologize but he knew that she wouldn't accept it. He settled for closing his eyes and enjoying the small victory he'd finally had.

And if Rook let a few more tears slip, then they went unnoticed in the chaos of everything else that had happened.

* * *

**A/N: Woah, emotions are hard. I know it might be OOC but it's not my fault that Ben 10 isn't an emotionally charged show! Anyway, I'm hoping that Rook's speech is as meaningful as I intended it to be. **

**(Pfft, have you guys figured out what Rook's character arc is, in case I didn't hammer it home hard enough?)**

**Chapter Twenty-Three: **_**Familiarity Breeds Contempt**_


	25. Familiarity Breeds Contempt

After everything was said and done, a bizarre sort of calm settled over Rook. He looked out over the crowd of Petrosapiens that believed in him enough to risk their lives and accepted that: the immense responsibility and honor that it was. For a brief moment, he could see every decision that led up to that moment laid out before him in distinct succession. And he was okay with all of it — even the unsavory parts. _Especially _those parts.

He knew what needed to be done next, too. He had told Kimberlite that they were going to merge the two factions into one team, for a fight that they couldn't afford to delay any longer. That was true, though it was highly simplistic. Rook had building suspicions that couldn't be ignored and he intended to get answers before anything irreversible happened.

Despite all the evidence to the contrary, Rook still didn't _feel _like a leader. Not that it mattered much — like it or not, his designation now was to lead and he was going to do his best.

No. Rook would have to do _better _than that. He owed it to everyone.

"You realize that I cannot responsibly hand over full control of the base to you," Mantle was saying as Rook tuned back into reality. "I don't doubt that you've had training in these areas, but that still puts you a far cry from being able to efficiently manage all of it."

They had left the cafeteria a few minutes before so it was only Rook, Mantle, Gwendolyn, and Kevin in the small office where they were talking. A huge chunk of their conversation had gone in one ear and out the other but, strangely, Rook wasn't too concerned about what he might have missed. It wasn't like him to be dismissive. Then again, it wasn't like him to be the leader, either. It seemed that Rook would have to get used to trying new things.

"I understand," said Rook flippantly. "I would not know how to manage the finer details, anyway. That seems to be something that is better left to the professionals. You have more experience with it than I do."

Mantle gave him an odd look. "But weren't you promoted to the rank of magister?"

Ah. Right. Rook shifted in discomfort, looking away. "The, um, circumstances around my promotion were very… _unique_."

The fact that Rook wasn't making eye-contact probably said a lot. Mantle stared at him a moment longer before heaving a sigh that made his entire body deflate. "Are you telling me that you were _seriously _promoted from cadet level immediately to Magister?" Rook's silence was answer enough. The sound that Mantle made was somewhere between amusement and exasperation. It wasn't unkind, which was a bigger relief than it should have been. "Of course they did… In that case, consider me as your second in command, Magister. It's time that you learn the ropes."

Rook looked up, startled. Even Kevin was eyeing the Petrosapien like he'd lost all semblance of common sense. Ignoring everything else wrong with his proclamation, Rook focused on the thing that stuck out to him the most. "But I am not a magister," he managed. "I was discharged automatically for destroying my Plumber badge and slandered as a traitor. There is no exceptions."

"Plumber badge?" Mantle looked at him quizzically, leaning back against the peranite desk. He reached to his side, grabbing his Plumber badge from its place clipped to his belt and holding it up. "You mean like this?" There was a deafening crunch sound as Mantle squeezed. Metal shards covered the floor in front of him as the badge fell to pieces in his fist.

Gwendolyn gasped, lurching forward seemingly on autopilot. All Rook could do was stare with his eyes big and jaw unhinged. "Corporal, you—!" She fumbled for the pieces, shocked. "How could you just…? But, your rank!"

The pieces of the badge that Mantle still held were unceremoniously dumped on the desk. He shuffled through them for a moment before pulling out a small piece that looked like a thin, grey tube. "They were bugged, anyway," Mantle muttered. "I hope that Argyle enjoyed that sneak peek of what's coming for him." He crushed the listening device like a grape, grinding his fingers until it sprinkled down over the floor like a fine powder. Only then did he shake his hand clean and turn to the offworlders. "It's just a badge. And if Petropia is destroyed, then it wouldn't even be that. All of those soldiers out there are going to have to be willing to do the same if we want to get anywhere. Besides," he managed a smile, "the doors around here are made of peranite. It's not as though I'll have difficulty getting them open."

There was a contemplative look on Kevin's face. He looked from the scattered remains of the badge to Mantle, quiet before eventually saying, "You aren't worried about being labeled a traitor? What if they never give you back your rank or let you into the Plumbers again? You're really okay with that?"

By way of answering, Mantle shrugged. The gesture was so casual and _normal _that Rook almost laughed at the absurdity. "I don't need a badge to do the right thing," Mantle said seriously. He glanced at Rook. "I never did end up reading your file, Rook, but if I had to guess, I would say that you've done more for the well-being of the universe since you gave up your badge than you _ever _did as an official Plumber." When Rook didn't answer, he arched an eyebrow. "I'm right, aren't I?"

Was he? Rook bit his lip, swallowing the knee-jerk reaction to protest as he thought about it. As a Plumber, he had done plenty of impressive things as Ben's partner. Plenty of meaningful, world-changing things. But that wasn't what Mantle meant, was it? Most of those could be attributed to Ben doing the brunt of the work, anyway. He stood by the idea that Ben would be lost without someone watching his back, but that didn't change the fact that when Ben created the universe (twice), or stopped the Incursean invasion, or saved Galvan Prime that Rook had very little to do with it. Those weren't things that Rook could consider _his _achievements, as much as it pained him to admit.

But, as was so painfully evident, Ben wasn't around. He wasn't there to do the heavy lifting. Thinking back, did anything that Rook had done in the past compare to all he'd managed to accomplish in the last few days alone? Granted, he'd had Gwendolyn and Kevin but, he realized with a start, they were _his _backup. Rook kept insisting that he wasn't the leader type, but he'd been leading them without evening having to think about it.

A smile subconsciously stretched Rook's lips. "You are right," he said quietly.

Mantle chuckled good-naturedly. "I often am. So, now that that's settled, why don't we see about getting the rest of your manpower up here and formulating a plan before the cadets try taking off by themselves? They're so excitable right now that they just might try it."

Funnily enough, Rook believed him.

"Can we take one of your ships?" He asked. "It would lend some credibility to our news and it would be faster and less exhaustive than asking Gwendolyn to fly us there again." Rook nodded his head toward his friend for emphasis.

"You can fly?" Mantle looked faintly surprised as he sized her up and down. "At your age? In human skin? With no formal training?" He was quiet as Gwendolyn squirmed under his stare, uncomfortable, then Mantle grinned. "The rumors about Ben 10 and his allies are somehow less impressive than the reality. It's a rare thing when that happens. But to answer your question," he redirected his words to Rook, "yes. Absolutely. Take three, if you want. Anything to get your people over here as fast as possible so that we can get on with this. As a side note, at some point, you should also make sure that you remove all the bugs from the radios. All of our normal cruisers have probably been tampered with. Nothing Plumber-brand on this planet should be trusted at face value," he warned.

Kevin and Rook shared a glance. It had been a while since Rook had gotten to work on anything mechanical beside his Proto-Tool and even if taking apart a radio was ridiculously simplistic, he would take it. He could tell that Kevin felt the same, as his friend grinned.

"Consider it already done," Rook said smoothly. He stuck out his hand. Between the two of them, using an Earth greeting felt fitting, somehow. Mantle must have understood because he only hesitated a moment before grabbing Rook's hand in turn, giving a firm shake. "And, thank you, Corporal. For everything."

"Save the thanks for after we come out of this alive," the man said dismissively. "I'm not holding my breath with you three either, but you're this planet's best shot. And as much as I disagree with Tennyson, well…" Mantle tried and failed to suppress a smile. "I suppose that our chances could be worse."

"Not exactly a ringing endorsement," Kevin remarked dryly.

He didn't get a response from Mantle to that — why bother, when Kevin had a point? Their chances of success were depressing, to say the least, but Rook had managed with less favorable odds before. Realism was irrelevant. They _were _going to win and Rook was going to make sure of it.

Before they left the Plumber base, Gwendolyn did end up dragging her companions to the cafeteria. They still had some human food shoved in the back of the freezer and, after she fried meat and eggs that thankfully had not spoiled, Rook _finally_ understood why Ben liked breakfast foods so much. It was overcooked and dry but, after so long with eating whatever was available to get by, Gwendolyn's rushed meal tasted _heavenly_. Rook hadn't realized how hungry he was until he took that first bite and his stomach cramped painfully, demanding more. It wasn't as good as a few more hours of sleep would have been, but Rook felt refreshed and Gwendolyn looked pleased. In that respect, it was a positive for their group. At that point, Rook would take good news where he could get it.

They didn't lag behind in the kitchen, though. True to his word, Mantle had arranged a ship for them to take back to Arkein base. Just one — it was good-sized and Rook didn't feel like a second one would be necessary.

On the base's airstrip, Kevin took the lead, admiring their Plumber-approved ship eagerly. "_Nice_," he commented with a low whistle as he reached up to pat the underside of the hull. "This isn't your standard cruiser. Where did they get the money for one of these babies? The G-8 _Bullet_ isn't supposed to be out for another _year_. They say it goes from zero to three-fifths lightspeed in _seconds_."

A part of Rook couldn't help but be excited. Kevin was right — the ship was sleek and aerodynamic, fresh off the showroom floor and polished so thoroughly that the hull could have functioned as a mirror. It was a marvel to look at. Its size meant that it wasn't terribly fast, but its takeoff metrics were unparalleled.

Rook almost thought to race Kevin to the controls, when Gwendolyn scowled. "It's Argyle's private purchase," she said stiffly. "Looks like _genocide _is pretty profitable. He could afford all the latest trinkets before anyone else."

After that, the G-8 _Bullet_ seemed far less interesting. In the end, Rook got the dubious honor of flying it. Their destination was a little over a mile away, so it wasn't exactly _far_. Rook was expecting the ride to be silent after what Gwendolyn said but, as he was initiating the launch sequence, Kevin surprised him by speaking up from the co-pilot chair.

"So, what's the plan, boss?" He asked, only half-joking. "They're probably not gonna be eager to believe us — "they" meaning "Patience." What's your strategy? Knock her out and run?"

Luckily, Rook _had _actually put thought into that. "Nothing quite that dramatic," assured Rook. He double-checked the instruments (not wanting a repeat of the incident with an overheating FTL drive) and started the ship forward, gradually beginning to pick off of the ground. Once they were steady and maintaining altitude, Rook continued. "I would like to go in myself. I have... _things _to discuss with Patience, but I think I can make her see reason. Meanwhile, I will also be directing other Petrosapiens out. I want you both to handle getting them on board and answering their questions. After, I assume that I can fly this ship back while Kevin follows with the Rustbucket. They do not own any ships so it should not be a problem." He blinked, suddenly looking sheepish. "Is that alright?"

"'Course it is." Kevin punched him in the shoulder good-naturedly. "Rook, if we had a problem with you taking control, you _know _we wouldn't hesitate to tell you."

"Definitely not," Gwendolyn agreed, amused. "Trust us. You would know if we were unhappy." She bit back a laugh.

Relaxing, Rook smiled. "Thank you. Not for this, but… everything since you arrived here. I know that you both have normal lives to lead and I cannot express how much I appreciate that you came. Had we not gotten back up when we did…" He trailed off, unable to finish, but he didn't need to.

His statement earned an incredulous look from Kevin. "What? No, dude— Did you seriously think that if you or Ben ever went missing, we _wouldn't _be heading the search and rescue mission? I can get a new job anytime." He flicked his wrist dismissively.

"And I have plenty of makeup assignments or dozens of other colleges scrambling for my admittance," Gwendolyn added. "Ben's always doing that too, you know. Pretending that he's somehow a burden just because we moved to a different city. A normal school day and regular working hours are nice and all, but those things can be replaced." Her expression softened. "You two can't be."

Under better circumstances, Rook would have hugged them both for that. He almost got up and did just that but had to forcibly swallow the lump in his throat and turn his gaze back out the window. "We are here," Rook said evenly.

The familiar mountain that topped the underground base seemed minuscule from up in the air. The G-8 _Bullet_ stopped as smoothly as it took off. Rook lowered the ship almost directly down, the engine purring away with barely any effort as he touched down neatly outside of the garage door that served as the quickest way in and out of the base.

He shut off the engine and, slumping in his seat, Rook shot his friends a weary smile. Begrudgingly, he straightened and got to his feet. "If I am not back in half-an-hour…" Rook paused, "...then please assume that Patience has killed me and insure that my body makes it back to Revonnah for a traditional burial."

Gwendolyn rolled her eyes, standing up and shooing Rook toward the door. "Don't be melodramatic," she chastised, even though Rook hadn't been joking. "You get half-an-hour. After that, I'm sending Kevin in after you, alright?"

"And you _definitely_ don't want that," the Osmosian chimed in. "Not unless you're a fan of public humiliation."

Rook felt his lip twitch as he suppressed a smile. Eventually, he would thank them properly for being such good friends. Now wasn't the time, though. All three of them had their assignments and it was time that Rook got started on his. Half-an-hour was being generous — he would only need ten minutes at the most.

Luck was on his side. The garage was being monitored by a bored male who barely spared Rook a glance, letting him in without comment or question and going back to staring at the wall. Inside, the halls were still mostly empty. Rook started toward the infirmary, knowing that the person he was looking for _had _to be there. But he didn't even get that far before turning a corner and nearly running directly into her.

"Woah!" Xo'onotlite grabbed Rook's shoulders on impulse to steady him, looking faintly surprised before she smirked. "We've got to stop meeting like this."

He shook his head, brushing her hand away in the hopes that she would be able to see his urgency. "I need your help. It is important. I—"

"Stop." The Petrosapien held up a hand, looking severely unimpressed. "Rook, you've been gone for nearly three days. I haven't seen anything from you since before the Plumber attack. What's been happening? I've tried asking around but either no one knows, or no one's talking. Other than the people Patience handpicked to help with some _assignment_, I'm as in the dark as everyone else in this base."

At first, Rook didn't know how to respond. Three days? Had it really been that long? Time blurred together in his head and Rook could no longer tell the distance between one point and the next. It hadn't _felt _like three days, but then again, time passed differently on Petropia. He was upset to learn that Patience hadn't been telling her foot soldiers anything useful, but not surprised. It made him thankful for his own choice back at the Plumber base.

He forced those thoughts away. _Focus_. "And you deserve all those answers and more," Rook agreed, "but it is a very long story and I do _not _have the time to explain it to every Petrosapien here one at a time. I have made a truce with the Plumbers and they will be assisting our operations. First things first, I need _you _to get the rest of the soldiers, injured and healthy, onto the Plumber ship parked outside. It is _urgent_." He wasn't on his hands and knees but, even so, Rook hoped that she could tell how desperately he was. He was nearly begging.

Xo'onotlite paused. She looked at him hard, her gaze critical. Whatever she found in Rook's eyes, she must have approved, because she slowly nodded. "Fine," she said unhappily. "I'll do your job, Rook. But if you don't start talking as soon as we're at the Plumber base, you're going to have dozens of Petrosapiens willing to kick your ass, not just me."

She started to turn away when Rook stopped her. "One last thing. Is Patience in the infirmary?"

That made Xo'onotlite scoff. "That's _hilarious_. No, of course not. She's in the conference room. Only leaves to take care of the essentials and then she's right back inside, with all the other soldiers under strict instructions to keep their mouths shut. Why?"

Finally, things were working in Rook's favor. He shook his head. "I need to speak with her. Go on — I will meet you and everyone else outside in ten minutes."

Or more, depending on how right Rook was.

After Xo'onotlite left, Rook made no move to go to the conference room. He didn't need to — as soon as Patience caught wind of what was happening, she would find him all on her own. And Rook had his suspicions, but he knew that he couldn't bring them to her without something to back up his claims. She was too stubborn and smug to listen to unfounded accusations.

Rook paid attention. Patience and Murowa had the same prominent flaw — they were both overconfident.

He turned away from the conference room and the infirmary, heading to the hub and, without hesitation, taking the forbidden path into the restricted session. During his initial tour of the base, Patience had simplified things by describing the area as something of a "personal quarters" for herself. Her initial description hadn't been far off.

A quick once over revealed that the tiny hallway held three doors. The first was a small, private shower area. It was uninteresting. Next, there was a bedroom. It was so simplistic that Rook found it hard to believe that anyone lived in it. That in and of itself was noteworthy.

Even Rook, who was constantly teased by friends and coworkers for the lack of personalization in his bedroom, had _some _personality in his décor. He had a potted, leafy plant that he watered every morning. There were two framed photos on his nightstand: one was a traditional portrait with his family, and the second was one of himself and Ben, celebrating Rook's first Christmas on Earth. He had a bookshelf with handbooks and scholarly texts, all on human subjects.

There was nothing like that in Patience's room. The peranite bed slab looked slightly worn, but there was a thin layer of dust covering the unused bookshelf embedded in the wall, the empty nightstand, and the solitary chair in the corner. Other than the various armors taking up space in her closet, Rook would have believed it if someone had told him that the room had never been used. The absences said far more than Rook was comfortable with admitting.

The last room was locked. A well-placed blast from the Proto-Tool encouraged the door to swing open when Rook tried it a second time. He stepped inside, blinking in mild surprise. Compared to the absurdly normal rooms he'd already been through, the new one looked like a dumpster fire had been hit by a train.

It was some sort of office. There were peranite slabs everywhere, covering every inch of the desk and the floor all around the room. In some places, they stacked high enough to brush the ceiling, swaying unsteadily. More than a few were broken. Whether on purpose or by accident, their shattered remains made the floor shimmer where it could still be seen between piles of slabs. All of the writing was in the Petrosapien language, which was disappointing, but not a deal-breaker. Patience had an old computer crammed into the corner of the desk. Considering how bad she was with technology, Rook had no worries about being able to hack into it.

Unconcerned, Rook picked his way over to the desk carelessly. The stacks of peranite slabs teetered dangerously but were ignored. He plugged his Proto-Tool into the computer, letting the program for decrypting passwords run as Rook turned his attention to something that had caught his eye.

Almost indiscernible against the rest of the peranite in the room, there was a thin slit that clued Rook into the fact that the desk had a drawer. He didn't hesitate to pull it out, rifling through the miscellaneous objects with mild interest. There didn't seem to be any pattern to what was tucked into the narrow drawer. Some spare wires, a scrap of cloth for polishing, a jagged stylus, a delicate-looking bracelet, and… His fingers brushed a worn bit of paper tucked into the far corner, piquing Rook's interest.

He gently grabbed the corner, pulling it out. It wasn't paper, like Rook first thought — it was an old photograph, likely printed on imported papyrus. It was soft around the edges and the colors were faded from the passage of time, but the image was still discernible. It showed four Petrosapiens, posing for some sort of family portrait. The man and woman — presumably husband and wife, or the Petrosapien equivalent — were unfamiliar, but the children… Even as young as she was, the Patience in the photo had that same fiery determination in her eyes as the one that Rook knew in the present, though she seemed more cheery in the photo. The boy next to her, younger by a decade or two, looked like a stranger at first but Rook would recognize those golden eyes anywhere. Everyone in the photo looked so disgustingly happy. It was obviously a tender moment.

Rook set the photo down, his face perfectly blank, and turned to the computer.

His program had finished getting him access in only a minute. He was right, then — Patience really was bad with technology. She must have been willing to gamble on no one ever getting access to her computer instead of swallowing her pride and asking one of the many tech-savvy people in the building for their assistance. Rook started skimming through files, already having a pretty good idea of what he would find.

He lost track of how long he spent going through Patience's things. It could have been five minutes or twenty — Rook honestly wasn't sure. He saved everything interesting onto his Proto-Tool as evidence. Actually, he was finishing up and getting ready to shut the computer and move on when Patience _finally _caught up with him.

"Angry" was too kind an adjective to describe the look on her face. When Patience swung into the room to see Rook helping himself to her personal files, she bristled with fury, seemingly growing in size. Her teeth were bared, eyes narrowed into slits so thin that Rook couldn't see the color of her irises anymore. Where she gripped the doorframe, Patience squeezed so hard that the peranite shattered beneath her hands. She didn't seem to notice.

Very deliberately, Rook folded his Proto-Tool back into its default position and set it over his shoulder without breaking eye contact.

It had the desired effect — Patience lurched forward, shoving her way through the room to the sound of peranite slabs cracking and shattering as the careful towers collapsed. Rook didn't try to stop her. He held himself still as she grabbed him by the front of his armor, picking Rook off the ground with ease and slamming him into the wall above the desk. One of her arms elongated, fingers melding to meet in a sharp point that she pressed against the swell of Rook's throat. Her eyes were practically on fire as they drilled a hole in him with the intensity.

"_What_," Patience hissed, "_do you think you're doing_?"

There was a beat. Rook gave her a considering look. "Do you mean right now, or in general?"

A part of Rook was surprised that she didn't run him through for that comment alone. Patience jostled him roughly against the wall and the uneven edges of her arm drew blood as she pressed with intent to suffocate Rook.

He choked involuntarily, which was apparently what Patience had been looking for. She relaxed her arm, if only marginally, though she looked no less livid. "You're commanding _my_ men to leave the base, taking _my _equipment, the injured, the collaborative plans…" She forced herself back on topic, giving Rook a hard look. "Why? For what? Are you admitting that you've been a spy for the Plumbers all along?"

Unable to help himself, Rook chuckled. "No. Is it really so difficult for you to wrap your mind around the idea that someone can want the same thing as you but disagree with your method?" And, because Patience was too insulted and shocked to respond, Rook took it upon himself to keep talking. "Although, I suppose that is not quite right, either. _You _want to defeat Argyle and _I _want to help the people of Petropia. Only one of us has selfish motives."

That sent Patience absolutely reeling. "_Selfish_?" She sputtered, her face flushing with the insult. "I've sacrificed my _life _for this! All I've ever done is work toward the betterment of my people's futures!"

"No." Rook shook his head calmly. "You have been working for the betterment of _your _future. I did some thinking and came to the conclusion that you take Argyle awfully personally for someone that you supposedly only knew for a short amount of time. I have done some detective work. How is this?" He cleared his throat. "You were raised in a well-off family. Your parents were dotting people, but they wanted a second child. Which is where you first met Argyle. He was your brother." Rook felt around for the picture from before, grasping it and holding it up to Patience's big, uncomprehending eyes. "Am I wrong?"

She said nothing for a long moment. Then, as though feeling for something that she couldn't see, Patience lifted her hand to gently take the torn photo. "We were so young when they died," she breathed. Abruptly, Rook was dropped. He fell to the desk with a loud clatter that Patience didn't seem to notice.

Silence. Rook did his best not to move, wary that she would lash out in anger again. But when the quiet stretched and grew uncomfortable, he bit back a sigh and said the first thing that he thought would be appropriate. "How young?"

Based on the sharp glare that Patience sent his way, that had _not _been an appropriate question. But, surprisingly, she said nothing. She didn't even attempt to hurt him. Instead, Patience considered him for some time. "How much do you know?" She asked with surprising gentleness.

After his past experiences with Patience though, Rook wasn't all that convinced. He chose his answer carefully. "Enough."

Patience nodded as though that made perfect sense. In that same soft voice from before, she said, "You realize that I'm going to have to kill you for this, Rook."

"I thought that you might feel that way," he acknowledged grimly. "You are more than welcome to try, of course. But I am not the type to go down easily. And if you somehow manage to succeed, you will have plenty of people waiting outside to answer to." Rook smirked faintly. "I am curious to know how you might talk your way out of _that_."

She said nothing, but the silence was answer enough. Carefully, Rook picked himself up and slid back onto the floor. Once he was on steady feet, he turned back to Patience. "How young?" He repeated.

That got him an unhappy look from Patience but she didn't bother to threaten him that time. She sighed, almost wistfully, and turned away. "It's been about two hundred years now, give or take a few decades. We were born into the same family a few decades apart. They were lovely people. I was only around seventy years old and, there was an accident…" she shook her head, grimacing at some awful taste in her mouth. "No one's fault, really. I think that's why I took it so hard. There was a malfunction with a transport platform. Frayed wiring. What made it to the other side—" Patience broke herself off with a shake of the head. "There was barely enough left of them to hold in my hand."

Strangely enough, Patience didn't seem too upset by it. The way that she recounted the deaths of her parents was detached and cynical — like she was describing the plot of a movie and not her past. Rook arched an eyebrow. "You do not seem very torn up by the memory."

Instead of getting riled up, her reaction was mostly one of amusement. Patience scoffed, gesturing dismissively. "Oh, _please_. You carbon-based lifeforms have such a narrow view of the world. It was over two-hundred years ago and I was still young. I don't remember either of them too well. Besides, if _that _was where the story ended…" She made a face. "...then I wouldn't be here today."

Given what he'd seen on her computer (admittedly, not as much as he had led her to believe), Rook took a stab at the next part. "There were no relatives willing to take you both, correct?" He gestured at the photo. "You and Argyle were forced to raise yourself in poverty. It must have been awful," Rook said sympathetically.

"It wasn't all bad," she said uncaringly. Something in her eyes softened for a moment before Patience quickly smothered it. "But, yes. It was difficult. He was the younger by about three decades, so I ended up taking something of a motherly role. Even back then, I would sometimes forget how close we were in age. I'd forget that he was supposed to be my equal. He was so devastated, back then. He wanted someone to parent him and I wanted someone to take care of. It made me feel in control, I think."

Despite what she'd just said, Patience didn't look very in control at the moment. Actually, she looked to be on the edge of stabbing someone. The picture still clasped in her grip would end up torn if she kept manhandling it like that. Between himself and a piece of paper though, Rook was content to stand back and let her pace for a minute or so.

Even if he hadn't gone snooping, Rook would have been able to guess at what came next. "And then Argyle betrayed you."

The Petrosapien winced at the sound of his name, whirling to shoot Rook a scathing look. When he didn't react, she clenched her jaw in frustration and continued. "_Yes_. Gradually, we clawed our way out of those gutters. I ended up doing a lot of things that I wasn't proud of. Him, too. But it paid off. We got back to respectable society, bought a place to call our own, and got legal jobs. Guilt is a funny thing, though…" Patience glanced down at her hands, flexing her fingers, as though still able to feel clear blood running through the cracks. "So we signed up for the Plumbers. Both of us. At first, I was leaps and bounds better than him. I was passing classes almost before they could enroll me in the next one. They called me a prodigy, the best student trained there in a century, said that I was going to change the galaxy, and he—" She flinched away from her own words, unable to finish.

That part, Rook didn't know. But he thought about what he'd read and was able to make a decent guess. "He was always a problem child," Rook prompted. "Stealing not for the necessity, but for the thrill. Taking too much pleasure in blackmailing people. Too eager to resort to violence to get his way. Always good while you were looking, but as soon as your back was turned…"

The fight must have left her entirely because all Patience did was slump her shoulders and nod. "Yes," she admitted, barely louder than a whisper. "He was my brother. He was all that I had. I'll never know the specifics, but he _changed_. He started making friends in bad circles. His Academy grades slipped, he got in trouble more, he obviously didn't respect a single officer there. We stayed close, barely, until he was transferred to a more intensive Academy and stopped trying to contact me altogether, even after he'd graduated. I stayed on Petropia and worked my way up to Magister, hoping that he would come back, and when he did—" Her eyes closed briefly and, when Patience opened them again, they burned with the fiery passion that he'd thought her incapable of. "He _ruined_ me. All of my Credit, everything I owned, my status, my reputation— _gone_, in only weeks. Taking the role of Magister was just an extra kick, telling everyone that I had died because, for all intents and purposes, he _had _killed me. And he wanted me to know it, too. That _thing_—" She snarled the word, "_"Argyle"_ or whatever he wants to call himself, is _not_ my brother. He killed my brother. Destroyed him, the same as he destroyed me. And I'm not going to rest until the same happens to him."

Slowly, Rook nodded. He couldn't pretend to know what Patience had to be feeling, but he did understand, to an extent. A betrayal like that? Giving your childhood up to raise a person? Trusting them more than _anything_? Having that safety net burned underneath you? Rook could empathize. There was a deep-seated catharsis in finally knowing what motivated Patience. It made what he was about to do a lot easier.

"Taking all of this into account," Rook said slowly, "I think it is for the best that I assume your duties as leader."

The statement took a moment to settle. Maybe she was surprised by his boldness or still thinking too hard about her brother to have heard him. After a moment though, it sunk it. She somehow managed to look both pale and flushed at the same time. "You _what_?" Patience seethed, hands curled into fists at her sides. "No. You'll do _no such thing_. I've put too much work into this for an _offworlder_ to just swoop in and—!"

"I was not asking for permission," Rook cut in calmly. "I was informing you of a fact. It is not a negotiation."

Behind Rook's composed exterior, his heart was slamming against his ribs. His mouth was dry, his hands clammy. If he got himself killed with this stunt, Gwendolyn was going to _annihilate _him. But if he had pegged Patience's personality correctly, then she ought to avoid attacking and, instead—

"What makes you think that you could pull off this little _coup_?" Patience hissed. "They'll never follow you over me. They _know _me. They _trust _me."

That made Rook shake his head. "No," he said with unshakable conviction. "They are _scared_ of you. Much like how most are scared of Argyle. There is no trust without respect and you have not earned it. You have actively _sabotaged _this group's efforts, delaying saving the planet in exchange for a petty "blaze of glory" revenge. You sent us all into a set-up, forced Ben and me apart to weaken our morale, lied about having other bases in order to lull your soldiers into a false sense of security — all to focus on Argyle." Rook grimaced in disgust. "You are far too self-serving to be a leader."

Her face deepened in color as she colored with anger but, this time, there was no retort. Rook had laid it all out simply for her and there was no dispute to be had. Instead of arguing, what Patience said was, "So, now what? Is this where you tell everyone? Have me ousted from my own group as revenge?"

"I thought about it," Rook said, though he'd done no such thing. The important part was her reaction. Patience tensed, exactly as he knew she would, and her breath caught.

He was doing a cruel thing by twisting her emotional manipulation back onto her. He was aware of what he was doing, of the hypocrisy in his actions. By pretending to care about her checkered past, Rook had presented himself as the only person to give a damn. Subconsciously, she trusted him. And he was going to crush that.

If Ben had been there, he would have been ashamed. Rook shook the thought away — erased the mental image of the disgusted way Ben would look at him — and told himself that he didn't care.

Was this fair? Was it _justice_?

After a long pause, Rook finally continued. "I will not tell anyone what we have discussed here. All I ask is that you step back and do not attempt to assume a leadership role. You have done enough damage already."

Of course, Patience sneered at him, but there was something beneath that — a flicker of doubt, almost like she was hurt. _That _was what Rook had been hoping for. "So that's it, huh?" She snapped. "You couldn't handle me on even ground so you've resorted to blackmail to get the control that you want?"

It was a fight not to show any visible reaction to that. Guilt stung like bile in the back of his throat and Rook choked it down. "I am sure that you will live with it," he said icily. "It is not as though you have not done worse."

She fell silent. Even though an answer didn't come immediately, Rook had no doubt as to what that answer would be. What other choice did she have, really? Blackmail was an all or nothing deal. Rook hadn't wanted to do it — hadn't even _entertained _the thought for as long as he could avoid it — but he had similarly been backed into a corner. It was inevitable that he would be forced to wrestle control from her, eventually. Patience would never listen to reason, but _force_? That was something that she understood.

Before Patience could say anything, there was the sound of a door slamming open and heavy metal footsteps. Kevin, made of the metal hull of the Rustbucket, came swinging around the corner with a scowl on his face. "Thirty minutes, Rook," he growled. His eyes flicked over to Patience and his frown deepened. "I'm not _interrupting, _am I?"

His tone implied that he didn't really care one way or the other, but the way that Kevin had inched into the room and was subtly positioning himself between Patience and Rook said the exact opposite.

It wouldn't come to that, though. Patience had made her choice. "No, of course not." She shot Rook a glare. "Fine. It's a deal. Never speak of this again." And that was that — she turned sharply on her heel and left. The door that led back out into the main base slammed with a resounding clang behind her.

Once she was gone, Kevin waited another moment or two before relaxing. The green metal encasing his body slipped away and, when he turned to face Rook, he looked no different from any other human. "So," he said conversationally, "mind telling me what that was about? You're fine, right?" His eyes raked over the ruined peranite slabs surrounding them. "If she did hurt you, y'know Gwendolyn'll probably skin her."

Rook snorted. "That would be highly insensitive for an Anodite to do. But it is irrelevant because I am fine." To prove this, Rook gestured at himself. It took another minute for him to remember that his current appearance was less than ideal, but it didn't seem important. He gave Kevin a grateful look. "Thank you for coming when you did. Are we ready to leave?"

"Not yet," Kevin replied. He stepped out of the office, hanging back to let Rook pass in front of him. "Still loading up everyone who got injured. But, after that?" He shot Rook a smirk. "It's all in your hands, _Magister_." Kevin was teasing, of course, and yet…

_"Magister,"_ huh? Rook smiled to himself. Maybe he could get used to that, after all.

* * *

**A/N: God, this chapter was difficult to write. Can you tell? But at least now we have backstory, so hey, it's not all bad. But oh, _Rook_. My, how the mighty fall. This really makes you ponder the morality of his actions, which is one of my favorite themes to write about. And which will be discussed more in-depth in the next chapter. **

**There is actually a lot of backstory with my OCs that I've been thinking about it, but there's just no good way for me to put it into the story without detracting from the plot. And I'm pretty sure that no one wants to waste time on my OCs when we could be focusing on Ben and Rook. I have backstory where it's relevant to the current happenings, but most of it is just hints in a single line of dialogue that you readers can guess the implications of. I thought about doing oneshots focusing on my OCs, but to be honest, who would wanna read that? Maybe after the epilogue, in that chapter where I talk about the development of this fic, I'll just talk about the backstories I have in my head. That'll be interesting, huh?**

**Chapter Twenty-Four: **_**Between a Rock and a Hard Place**_


	26. Between a Rock and a Hard Place

There was still a lot to do in a relatively short amount of time but, for the first time in a while, Rook felt confident that they could handle it. Or, at the very least, he told himself that he was confident so that he wouldn't think about the astronomically low chance that they had of success. There were so many unknowns, so many variables, so much that could go wrong…

The biggest problem was, arguably, the fact that Rook had no idea when Argyle was going to attempt to blow up Petropia. Based on what he'd seen in the satellite and on Murowa's blueprints, the device that allowed them to harness the self-destruct energy from the Omnitrix was complete. It would only need a few more things tweaked, maybe some math needed to be rewritten, but there was technically nothing stopping them. Did Argyle know something that Rook didn't? Was he waiting for something? The paranoia was Rook's biggest roadblock. Despite everything, and not for his lack of trying, he _still _didn't know any of the motives or explanations behind all the awful things that were happening on Petropia.

It was maddening, but it was ignorable. Rook had more important things to deal with.

A few hours previously, he had left the Arkein base in a Plumber cruiser filled to bursting with soldiers both injured and healthy. The only plus side to the hassle was that Rook was able to count how many soldiers Patience had actually commanded. In total, the number was a staggering seventy-nine.

The change in scenery and management had probably been jarring for them, but Rook hadn't been able to stay around and help them through it. He assigned Mantle to help everyone through the transition by getting them Plumber uniforms (more durable armor could only be a good thing) and setting them up in bedrooms for as long as they were staying. Xo'olonite stayed with Mantle to help ease some of the suspicions that the members of the rebellion group still had. After spending a year fighting authority, it was somewhat difficult to start working with the enemy.

At the moment though, Rook was in the center hub of the Plumber base. It was an enormous room shaped like a flattened sphere. Three of the four walls were one-way windows and it was big enough to fit the entirety of Arkein's small base and still have room to ease around the edges. He was at the head of the room, bent over a large computer bank that displayed some of the files he'd taken from Murowa. In front of him, spread over every spare inch of the desk, was slabs engraved with all that he couldn't deduce on his own.

It was filled with people, all hurrying to complete a different task. There were analyzers, translators, recorders… Rook was willing to admit that Patience had had the right idea when she'd assigned groups of people to handle specific chunks of data. But whereas her groups had been made of about five Petrosapiens each, Rook had a dozen in his. He wanted to know as much as possible as soon as possible. He didn't bother with the secrecy or hiding information from the rest of his soldiers by hand-picking a select few to be privy to his plans. He had promised that these soldiers would know everything, so they were going to know everything.

Everything on paper, anyway. Rook had plenty of things churning in his thoughts that he didn't say aloud. He knew that there was a traitor somewhere in the Arkein group, but the way he saw it, they were only dissecting information. It was all something that the enemy was already aware of. He wasn't risking anything by doing this in the open. His attack plan, on the other hand…

Still, Rook was going to need an _official_ attack plan before he could worry about someone trying to sabotage it.

He wanted to have a plan already made, but it was harder than Rook wanted to admit. Suddenly, he had so many assets at his disposal. There were exactly three-hundred and two Plumbers still in the base. Not all over them were cadets, like Igneous and Popigai, but there were only a few brigadiers and Mantle was the only corporal. Every rank above that was gone, which didn't surprise Rook in the slightest. He thought about going to Central to see if any bureaucrats or politicians were there, but he doubted it. The King was probably missing as well, not that he would have done a lot of good, anyway. Rook already knew that he was in Argyle's pocket from the get-go.

That meant that anyone in an impactful position of authority was likely dead. Admittedly, it was a good plan. Planetary annihilation would be all but immediate, but had Rook been in a position to get everyone important out of the way in one easy swoop, he would have taken it too. It was the safer option, not to mention that the demoralizing effect that it would have on any resistance was irreplaceable. And for a man like Argyle, it would be something like a last _hurrah_. Nothing like watching the world burn and the populace panic and everything reliable crumble, right before he destroyed all of it.

Rook thought that it was sick, but he understood the twisted appeal. He hadn't studied the psychology of narcissists during Plumber training for nothing. And Argyle was all but a textbook case.

He shut his eyes in an attempt to block out the chatter of everyone around him and did his best to focus. He had three goals: ensure Ben's rescue, evacuate the Petrosapiens being held aboard the satellite, and stop the plan to blow up Petropia. Other things — such as capturing Murowa, Diavik, and Argyle alive — were optional. Rook could happily go the rest of his life not knowing why any of this happened, so long as he could personally ensure that there would never be a repeat.

Three goals. A very limited amount of time to accomplish each of them. If Rook had three focus points, the logical conclusion was for him to split himself, Gwendolyn, and Kevin amongst them to lead the charge. Gwendolyn made the most sense to recover the other Petrosapiens. Even with technology interfering with her ability to sense mana, it wouldn't be too difficult for her to follow her magic to the largest clusters of living things. Kevin could handle the self-destruct features. Wherever the controls were, Murowa or Argyle was sure to be with them. There would definitely be a fight and Kevin was better suited for that. Which left Ben's rescue to Rook. He wondered, briefly, if he'd subconsciously set himself up for that job because he wanted to see Ben again. The thought was quickly dismissed. Regardless, he was was best suited for the job.

What did he know that could affect the success rate of his three goals? For starters, Ben's set-up was complex. They would need a distraction to get him out of it without setting every guard in the satellite on themselves. With a few hundred soldiers under his orders, Rook figured that a good portion of them could attack the satellite directly. They wouldn't have any goal other than destroying as much as they could, which would take attention away from the places that were normally under lock and key.

It could be a sound strategy, actually. Rook felt it safe to assume that, for all intents and purposes, Ben was invaluable. Otherwise, why bother with such heavy security? According to Murowa's files, the three IVs that Rook had seen in his arm were carefully regulated to wash his bloodstream of waste and toxins, provide the necessary nutrients for a human, and administer a sedative if necessary. It was a step above just throwing him into a cell with water and bread once a day.

If Rook launched a frontal attack first, as a distraction, then they would probably move Ben from that room to somewhere that was either harder to find or to an escape pod, depending on how bad it got. And while he was being moved, he would be outside of that custom force field. According to its blueprints, it was designed by using DNA as a "key." The generator was coded with certain DNA signatures and once the field sensed that specific combination, it would allow the individual to pass through. It was ingenious but, unfortunately, far too effective. Rook would need that factor to be removed if he ever wanted to stage a successful rescue mission.

As for the other two goals? There wasn't much that Rook could do on those fronts since he didn't know the locations of the Petrosapiens nor the doomsday weapon. Something like that would have to be played by ear, which Rook strongly disliked, but his hands were metaphorically tied. Nothing in Murowa's files hinted at any sort of location. They didn't mention the Petrosapien prisoners at all. For all that she listed her sale records and countless recordings of "taydenite" and "product," she never once brought up what was being done with the people that kept going missing.

Rook did know that Gwendolyn would probably have to handle most of the evacuation by herself. The other Petrosapiens couldn't very well help if Kevin was right and the room was being pumped full of vapor made of Red Sleep venom. It would be a death sentence and the Petrosapien prisoners would already be crippled for the rest of their long lives. They didn't need more casualties, especially where they could be easily avoided. The Plumber-issued space suits were air-tight, but with all the fighting that would be happening, he didn't want to risk it. The suits weren't impenetrable.

The one who would need the most help was Kevin, with destroying the engine. Since there was little else that he could do, Rook made a mental note to assign that group plenty of capable fighters.

First things first, though. Before Rook could start making groups and initiating any sort of attack, he knew that he had to root out whoever had betrayed them and given Ben to Murowa in the first place. He had put it off long enough, given everything else that was going on. He had two good suspects and it was time for Rook to sort them both out.

He looked up from the computer banks, waving over Mantle. True to his ranking, the Corporal was quickly by Rook's side. He hadn't said much since the members of Arkein arrived, but his support had been unquestionable.

"Mantle," Rook said casually, "could you help me locate two Arkein soldiers? Their names are Conway and Tetrax."

Upon hearing the second name, Mantle grimaced. Right. Rook had forgotten, in the few weeks they'd spent apart, how much the Corporal disliked Tetrax. He didn't extend any sympathy, though. It wasn't as though Rook liked either of them very much but he couldn't bring personal feelings into something so important.

"Well, I know where Tetrax is. He moved into a smaller, quieter room to work on translating with one of the only Plumbers on this planet who's familiar with the Nemuinan language. I think that her name is Lacustrine, one of the brigadiers." Mantle shook his head. "Either way, he'll be easy to find. As for the other person? I've never heard the name Conway in my life. And I did personally screen every individual that you brought to this base."

That news was certainly unexpected. Rook blinked in surprise. "Really? There is no soldier here named Conway?" He didn't need Mantle to repeat himself, though. One look at his expression told Rook all that he needed to know.

Well, that certainly made things easier. His suspicions of Conway had just shot through the roof. He should have been at the Arkein base when Rook gave the order for everyone to move, so either he hadn't been inside, or he had willfully ignored the order. Either way, it wasn't something that an innocent person would do.

"What about a female soldier named Sybil?" Rook prompted.

Again, Mantle shook his head. That time, Rook frowned. It didn't make a lot of sense of Sybil to be missing. She would never have betrayed Ben. They had been friends. Then again, Rook had thought that Tetrax was Ben's friend but he had still had his suspicions. A part of him didn't want to consider the possibilities, but it was staring Rook dead in the eye. He had to find them both quickly.

After giving it some thought, Rook stepped away from the desk. "Can you take over for me, Mantle? Just catalog information in a way that makes it easy to sort through, please. I need to handle something before we can continue." Wordlessly, Mantle took the place where Rook had been standing a moment before. He felt a little too tired to smile, but Rook hoped that Mantle understood how grateful he was anyway. Having the support alone was a huge help.

With that taken care of, Rook left the central area and walked into the hallway that connected it to the rest of the base. Thankfully, at that moment, a courier left one of the smaller rooms and hurried back to the hub with a slab clutched in his hands. The Plumber gave Rook a respectful nod as he passed but didn't slow his job. Before the door had closed behind him, Rook stuck his hand out to catch it and entered the room.

Just like Mantle said, Tetrax was sitting at a conference table with another Petrosapien. They had a small screen resting between them, pointing to words and then repeating them in English. They argued about the difference between the shapes that made "shoe" and "profit" for a moment before the female glanced up and finally noticed that Rook was standing there.

"Oh, um, my apologies, Magister Rook, I—" Lacustrine started to say but quickly shut her mouth when Rook shook his head.

"There is no need to apologize for anything. Or for the formalities," he added after a moment of consideration. "I need to speak to Tetrax in private for a few moments. Would you be so kind…?" He gestured to the door with a sweeping wave of his hand.

She said nothing else — only inclined her head and scurried out of the room. Without her presence, the air felt heavy and hot. Maybe Rook was imagining it but, either way, he didn't want to be alone with Tetrax for longer than he had to be.

For his part, Tetrax looked remarkably at ease. Not just for the current situation, but also taking into account all the pressure that was on them and what was at stake if their resistance failed. Other than Kevin, Tetrax was possibly the most collected person in the entire base. Whether that was a good or bad thing remained to be seen.

Initially, Tetrax ignored Rook completely. He finished inscribing something onto the slab resting on the table in front of him before finally setting the stylus down and looking up at the Revonnahgander. "Is it something urgent to the mission?" He asked seriously. "I want to help however I can."

There was a pause while Rook considered what to do next. He almost drew himself taller, wanting to hold his chin high and make it clear who was the superior. But…

With an exhausted sigh, Rook drew one of the chairs out and sank down with relief. He had barely sat down all day. It was nearing sunset on Petropia and Rook hadn't properly slept in at least two days. He wondered, distantly, if showing that sort of physical weakness in front of Tetrax was a good idea. And then Rook shrugged it off because he was finally behind a closed door and he couldn't be bothered to keep playing the untouchable, confident leader.

Rook ran a hand over his face, rubbing his tired eyes before fixing Tetrax with a bleary stare. "There is a traitor among us who is responsible for the Plumber attack on our base and for handing Ben over to the enemy," he said finally. A pause. Then, looking Tetrax dead in the eye, Rook added, "For a while, I thought that the culprit was you."

The man didn't look surprised in the slightest. He gave an understanding nod. "I can't say that I blame you, Rook. I know that I've never been the trustworthy type."

Silence. Neither of them spoke, nor did they look away. Rook wasn't sure if something was passing between them at that moment. They gazed at each other, searching and thoughtful, but he didn't see anything reassuring or remarkable on Tetrax's face. His eyes looked the same as always.

Tetrax shifted. "I thought about it, though," he admitted. When Rook didn't interrupt, he continued. "Years ago, at least. I wasn't always very fond of Ben. When I first met him, all I wanted was to keep the Omnitrix away from Vilgax. I had already killed before, and they were of my own kind. I didn't care if I had to kill one last time if it meant keeping a weapon capable of wiping out worlds away from _him_."

He stopped there but Rook didn't feel the need to pressure Tetrax to speak. A part of him honestly wasn't sure why he was wasting time by listening to Tetrax's sob story. Maybe Conway was already off-world, handing over more secrets to Argyle before coming back and pretending that he had just missed the initial transfer. Maybe Rook was wrong about both of them and someone else was long gone, rolling in a pile of taydens because it hadn't seemed like a big sacrifice to give up one human teenager. In the end, Rook knew that their talk meant less than nothing. Still, he couldn't find it within himself to move. Not yet.

Thinking back, Rook remembered the video he had found where Patience condemned Tetrax for his past crimes. It was hard to link that man to the one in front of him, and even more difficult to imagine him as something in between, as Tetrax had been when he first met Ben.

He took a guess at it anyway. "What made you change your mind?" Rook asked when it became clear that Tetrax wouldn't continue without prompting. "I doubt that you were very put-off to see that your target was a child. Something must have stopped you, otherwise Ben would not be alive today. What was it?"

The answer was near immediate, which Rook had expected. Tetrax had a look on his face that spoke of countless sleepless nights agonizing over the tiniest details of that fateful day. "His eyes," the man admitted. "When I first met Ben, he was in his Petrosapien form. He reminded me so much of myself. I knew that look on his face — the tough persona to mask how terrified you are. That was when I knew that Ben was an inexperienced child and I pitied him for that." Tetrax scowled. "That was why I didn't shove a shard through his chest the second I saw him. Why I even bothered trying to teach him something about using the Omnitrix strategically. I didn't want him to grow up as I did: scared and alone, floundering for meaning in a world that would just as soon crush you than give you a fighting chance." He shrugged. "So I took it upon myself to give him that chance. And I think that I made the right decision. Ben has done so much in his life, in only seven meager years… Think of all the lives that would have been snuffed out by now if Ben hadn't been around to protect this universe."

Even though he didn't say it aloud, Rook didn't need to think about that mental picture. He had been there when Ben defeated Maltruant and ensured that the universe had been created in the first place. If he had never been allowed to accomplish that, the resulting paradox would have ripped apart all of spacetime and killed quadrillions upon quadrillions of living beings. The fact that Rook could sit at that table and discuss his ex-partner with a man that he didn't even like was all thanks to Ben.

"You said that you have killed people before," Rook said slowly. He knew that the change of topic was sudden, but there was something that had been bothering him. "You also said that you knew Ben when he was ten-years-old, but Petropia and the Petrosapien species had been eradicated for about fifteen years until then. Vilgax had destroyed the entire planet as a show of force and the estimated number of Petrosapiens in the galaxy was reduced to a few dozen who happened to be off-world at the time. But you…" He almost felt bad about the accusation but Rook took one look at Tetrax's face and knew that he was right. "...you had a hand in that, yes?"

Tetrax didn't try to deny it. He nodded. "Yes," he admitted quietly. "I have changed a lot since then. Don't be mad at Ben for not telling you. I never asked him to keep it a secret, but I think that he saw it as some sort of betrayal."

As curious as he was, Rook didn't press for details. He wasn't surprised by Tetrax's participation or that Ben had known. He had, after all, allied himself with the Highbreed Empire even after they had attempted galaxy-wide genocide. Ben Tennyson was just that sort of person. And if Ben could know that his friend had destroyed an entire planet and still be so loyal to him, then Rook didn't see why any of Tetrax's other crimes would make Ben so much as blink.

Sometimes, Ben's good heart was a tad bit naive. At that moment, however, it made Rook smile.

He stood up, earning a surprised look from Tetrax. "In that case, we should go. If you did not betray Ben, then we ought to find Conway before he finds a way to get off-world."

There was a flicker of anger on Tetrax's face but, considering that he didn't bother protesting, Rook didn't think that it was aimed at him. The man was quick to get to his feet, translations forgotten in front of him. "I think I know where we can start," he said seriously.

As Rook was about to ask that they continued the discussion while they walked, an unpleasant squealing sound took his attention away. The heavy peranite door was pried open by a mana construct and Gwendolyn poked her head in.

"Hey, Rook. One of the cadets said you were in here and I wanted to ask—" She cut herself off as she finally took notice of Tetrax in the room with him and the way that they were positioned. She looked between the two of them curiously. "Am I interrupting something?"

"Not at all," Rook said quickly. "I was clearing Tetrax of his suspicions as a possible traitor. We are going to find Conway next."

Gwendolyn frowned. She shoved the door completely open, taking up the threshold proudly. It took her a moment to work out what she wanted to ask. "You're sure about Tetrax?" When Rook nodded, she relaxed, if only marginally. "Alright. I trust your judgment. Where are we starting with Conway?"

Rook arched an eyebrow. "We?" He repeated.

Following his girlfriend, Kevin popped out from around the corner and put an arm around Gwendolyn's waist. "We," he confirmed, giving her a squeeze that made her grin. "Look, just because you're suddenly the de facto leader of this base doesn't mean that you get to pull that same shit that Ben does and take all the responsibilities on yourself. Don't think that just because you're covered in fur means that we can't tell how tired you are. And there's no way you could stop the two of us from following you unless your "deus ex machina" machine there—" He gestured at the Proto-Tool with his free hand, "—somehow gained the ability to short out Anodites and Osmosians. Which, even knowing your track record, I kinda doubt."

It was a struggle to keep from smiling. Rook managed for about two seconds before he gave in and grinned. "Where would I be without you two?" He sighed fondly. Then, to Tetrax, "It is no problem if they join us, is it?"

Tetrax shook his head almost immediately, standing and walking around Rook to approach the door. "Not at all. In fact, it's probably better if they come. I was even going to recommend it. We might need some help with restraints and keeping Petrosapiens contained is notoriously difficult."

That was probably why the containment areas on the satellite station had been filled with vapor derived from Red Sleep venom, but Rook didn't say that aloud. He got the feeling that reminding Tetrax of all the people getting hurt because they were wasting time tracking down a rogue soldier wouldn't have gone over very well. For an ex-criminal, Tetrax was a remarkably righteous man. Rook felt ashamed for doubting that.

As Tetrax approached the door, Gwendolyn and Kevin stepped back to let him out. With Rook right behind, the three of them were quick to fall into step next to him.

"So you know where Conway is?" Rook prompted.

The "so-so" gesture that Tetrax gave in response was not reassuring in the slightest. He must have been able to tell that Rook was unimpressed because he was quick to correct himself. "I have a rough idea," he explained. "Something odd happened the day of that Plumber attack that I didn't think much about at the time, what with everything else going on. Of course, looking back, my actions were terribly short-sighted, but…" He shook his head. "Anyway, I found Conway and Sybil not long after the attack ended. They were talking outside the infirmary about something heated. I don't remember what I said to them, but Conway showed me a set of keys. He said that they went to a starship and that we could leave the planet together. I refused, but I never stopped to think about where he got the ship."

At Rook's side, Gwendolyn stiffened. Her hands clenched into fists and she didn't even seem to notice when they lit up with mana spheres. "So he sold out my cousin for a _ship_?" She seethed. "Oh, he'd better have used it by now, or so help me, when I get my hands on him, I'm going to—"

With a sigh, Kevin stuck out a hand to touch the wall. As his body turned to peranite, he reached down to grab Gwendolyn's glowing fist without flinching. His arm made a sizzling sound as it broke through the mana but Kevin didn't appear to feel anything. "Calm down," he said, reflexively more than anything. The look on his face spoke volumes about how "calm" he actually felt. "You don't wanna give into anger, Gwendolyn. You'll burn yourself out before we even track him down to do some of that ass-kicking you're so keen on."

In a controlled, practiced sort of way, Gwendolyn took a few deep breaths and slowly unclenched her firsts. The mana died down and, almost as soon as it did, Kevin let his peranite covering fade away to entwine their fingers properly. Holding hands seemed to help Gwendolyn, so Rook said nothing about it and turned his attention back to the conversation.

"We do not know for sure that the ship was the only thing offered," he said. "From what little I saw of Murowa on that satellite, she has been obsessed with the Omnitrix and Ben for quite some time. She likely offered him all sorts of things in order to get his cooperation. That does not excuse it, but we need to keep that in mind if we ever want to understand his decision." The thought left a bad taste in Rook's mouth. He wanted to believe that Conway was a good guy. For a while, he had even seemed to be warming up to Ben. So what was it? What fantastical thing had Murowa offered that made such a betray seem so easy? Rook shook his head. "Tetrax, do you think that he is still on Petropia? If he has already left we probably will not manage to catch him."

"Probably not," Tetrax agreed. "I don't think that he's left, though. Call it a… gut feeling."

He fell to silence and Rook didn't feel the need to change that. As they walked through the base and towards the hangers though, Rook couldn't stop thinking about Patience. He wasn't sure why. The story he'd finally managed to piece together, pried from her in her sad study, was certainly an unfortunate one. It explained a lot about her. Rook took in the stiff set to Tetrax's shoulders, how he kept his eyes firmly focused on nothing, his hurried walk that forced Rook to almost jog in order to keep up. It didn't take a genius to know that Tetrax was upset about Conway's possible (but very likely) betrayal. He wondered, would Tetrax feel open to talking about it, or…?

The idea was quickly dismissed. No. That was none of Rook's business or his concern. He wasn't going to go from dismissing someone and then caring about their mental state the very same day. He had no right. Tetrax was a very independent person. Rook was satisfied with the knowledge that he would be fine and moved on.

The massive bay doors that lead to the hanger came into view. Tetrax shoved them open with two parting waves of his hands, not bothering to close it behind him. It wasn't as though peranite had ever stopped a Petrosapien before.

"Let's take the Rustbucket," Kevin suggested. "I know it sorta sticks out, but the engine's quieter than what Plumber cruisers've got. It might end up giving us a few more extra seconds and that can make all the difference sometimes, y'know?" He jerked his thumb towards where the green spaceship was parked near the exit. "Plus, it'll be a hell of a lot easier to maneuver out than pretty much anything else in here."

Before he'd even finished, Tetrax was already walking over to it. "It's as good as any other ship in here," he remarked cynically. "We should go. We've already wasted enough time."

All four of them piled unceremoniously into the Rustbucket III. Kevin was quick to take up the pilot's chair and Rook took the co-pilot seat, with Tetrax and Gwendolyn sitting down indiscriminately wherever there was space. They'd barely gotten into chairs and settled when Kevin was already turning the engine on. His foot tapped impatiently as he waited for system start-up but then they were soon flying down the airstrip and lifting into the sky.

Impatience buzzed around them like a virus. It wasn't long until Rook was drumming his fingers along his armrest, shifting repeatedly to touch his Proto-Tool absently, scratching where there wasn't an itch just to have an excuse to move his arm. It felt like it took years for Kevin to get the ship steady though, in reality, it was probably his fastest takeoff to date.

Once all the lights on the dashboard stopped blinking and the dials stayed steadied, Kevin was the first to twist around and speak up. "Alright, so what're we lookin' for? I doubt that he's dumb enough to stick by the base and we've got a great view of everything nearby."

Which was true. The weak Petrosapien atmosphere was very dry. Clouds were a rarity and rain was practically an event. It meant that their view of the ground was unhindered.

Tetrax stared out the window, thoughtful. "The keys that he had belonged to a small cruiser. Look for something like that. It will likely be parked in a fairly open area for an easy take-off. It might be hard to spot against the landscape, but most cruisers are grey or white, so focus on that. It will stand out against peranite," he instructed.

With a nod, Rook turned to the window and looked out. No one spoke. He wasn't sure why, but he didn't feel the need to say anything, either. In silence, the four of them looked over the landscape in search of the glint of something that didn't belong.

A part of him couldn't help but imagine what would happen after they found the ship, though. Rook wasn't a cruel person. He didn't know how to hand out punishments. He was sure that there was a prison in the Plumber base that could hold Petrosapiens but was that a suitable punishment? He didn't feel qualified to decide on something as serious as an execution. Would Mantle suggest that, when they brought Conway back? Or would Ben, after they rescued him, already have something in mind for the person who had betrayed him?

Most worryingly, what if they were wrong and it wasn't Conway? The true criminal was probably already gone. They might never know until Ben told them, but by then, it would likely be too late to act.

"There!" Gwendolyn shouted, pointing at something that Rook couldn't see just out her window. "There's a ship parked right down there, between two mountains. It doesn't look like a Plumber cruiser."

The ship veered abruptly in that direction, nearly knocking everyone out of their chairs. "Good enough for me," Kevin grunted. "Let's get down there. I've been looking for a good fight."

The nose of their ship tilted down at a forty-five-degree angle. Rook had to brace himself against the console to keep from falling forward and hitting the window. He almost reminded Kevin that he was being reckless but swallowed the impulse. Kevin knew what he was doing if his white-knuckled grip on the controls was any indication. They were all impatient and skating by on frayed nerves. He should have thought about that before letting Kevin drive.

Sure enough, their landing was jarring and hurried. As their wheels touched down, the ship jumped, sending Rook and Gwendolyn both to the ground. Kevin would have joined them had he not already been bent over the controls like a man possessed. Tetrax looked calm, but the hold that he had on his seat was making the metal groan in protest. They skidded to a stop, the ship's engine kicking into high gear and the cooling fans whirring at double their usual intensity. As unconventional as it was though, they were on the ground and even managed to be in one piece.

Once he was certain that they were done bouncing around and jerking, Rook sat up. He touched his head with a grimace but, thankfully, didn't feel any sharp pain or bruising. He had knocked his head against the floor on his way down but at least he didn't have a concussion. That would have been inconvenient, at best.

"We are here?" Rook asked even though he knew the answer. In front of him, Gwendolyn was already on her feet. When she offered him a hand, he took it and pulled himself up. "Is Conway out there, then?"

"Yes," Tetrax answered. There was a tone in his voice that Rook couldn't place. The Petrosapien kept his steely gaze focused on what was outside. Slowly, Rook turned to follow.

Sure enough, Conway was there. He was sitting on a nearby peranite rock, looking completely unbothered and unsurprised to see them. The ship was there like Tetrax said, and Nemuinan in design. That was incrimination if Rook ever saw it, but Conway didn't even look worried. He stared right back at them through the window as though inviting them to come out and have a cup of tea with him.

Apparently recognizing how unusual it was, Gwendolyn shot Tetrax a questioning look. "This isn't… normal behavior for Petrosapiens, is it?"

The man didn't justify that with a response. Suddenly, Tetrax was on his feet. "We should go out there. I think that Conway wants to talk." He flexed his hands, gazing at his palms almost curiously. "Otherwise, he wouldn't have waited. He knows that, against the four of us in a fight, he would lose."

Rook wasn't sure that walking up to a potential criminal in broad daylight was a good idea. He frowned. "Where is Sybil? She was not at the Plumber base, either. Would she not be with her brother?" She didn't seem the type for sneak attacks. Then again, neither had Conway, and look at their situation now.

The ship's engine was cut off and Kevin stood. "Who cares?" He said dismissively. "After I kick his ass, feel free to ask. But after all the trouble this clown's caused us, he's more than earned it." For added emphasis, Kevin smacked a fist into his palm before turning to the exit.

He stopped when Gwendolyn set a hand on his shoulder, turning to his girlfriend impatiently. "Kevin," she warned, "we're not going to attack him without provocation. Plumbers don't beat up potential criminals, we bring them in calmly for questioning."

Kevin shrugged her hand off with a huff. "We're not Plumbers right now, remember?" He shot back. Regardless, he unclenched his fists and didn't make a move to leave.

"Maybe not," Rook agreed, "but we are trying to maintain the greater good of Petropia and we should do so ethically." He gave a considering glance at Conway through the window. "We should speak to him. It might be illuminating."

And that was that. The four of them had agreed (somewhat begrudgingly, in Kevin's case) to stave off fighting unless Conway attacked first. They lowered the docking platform and left the ship. It was somewhat awkward, at least to Rook, because he didn't want to come across as a threat but he didn't know how to make himself look non-threatening. In the end, maybe it didn't matter. Conway didn't move or say anything as they approached.

"It took you longer to get here than I thought it would," Conway said as the four of them stopped in front of him. He flicked his wrist and, faster than Rook could follow, Tetrax's hand shot up. To their collective surprise, the object that had been tossed their way was a small key. "It goes to the ship," explained Conway, as if it wasn't obvious. "You can probably tell who I got it from just by looking at it, right? Nemuinans have very specific design styles that they like." He smiled humorlessly. "Sybil was right. I don't know why I even bothered."

Unsure how to reply to all of that, Rook decided to broach the safer topic. "Where is Sybil, then? I thought that she would be with you."

Conway snorted. "Don't blame me. I tried, but short of knocking her out and dragging her out here, there wasn't much that I could do. She knows how this is going to play out. Guess she didn't want to be a part of it." He looked away. "She's still in the base, just so you know. Maybe I should have listened to her and stayed put, too. It's not like I'm looking forward to this, even if it is inevitable."

"You must have a lot of faith in your sister's advice if you would qualify what she says as inevitable," Gwendolyn remarked. There was a look in her eyes that Rook didn't recognize.

Something that she said must have upset him because Conway shot her an odd look. "_Advice_?" He repeated, one eyebrow raised. He glanced at Tetrax and then forced himself to relax. "Sure. "Advice." We'll go with that."

"Does that mean that we're done here?" Kevin asked, glowering as he took a menacing step forward. "I don't give a damn about your sister. I wanna know why you handed Ben over those sick creeps. And the answer had better be good, because right now the only thing that's stopping me from kicking your ass is my girlfriend and a thin shred of patience. I get the feeling that both of those are going to stop being obstacles if your answer isn't satisfying."

Next to him, Gwendolyn looked like she wanted to protest, but only pressed her lips into a thin line and set her hand on Kevin's shoulder. They all knew that she would be the one throwing the first punch in defense of her cousin. She could hardly get mad at Kevin for following her lead.

Though Conway looked unconcerned on the surface, Rook knew that he wasn't stupid. He glanced between the four of them and must have understood the slim odds of coming out of such a fight alive because he sighed and shrugged. "It seemed like the better deal," he muttered. "I give them one scrawny human, and they stop kidnapping Petrosapiens, leave this planet, and I get a ship and some intergalactic funds so that me and my sister can finally leave Petropia and start over a better life somewhere else. Wasn't really a hard choice."

Silence was all that met his explanation. Rook wasn't sure what to say. He hadn't been expecting that to be so… _easy_. He'd been expecting to spend at least a few more minutes trying to whittle a confession out of Conway, but there it was. Out in the open. His confession, his motive… What was Rook supposed to do next?

While he grappled with his indecision, there was a polite cough. Gwendolyn arched her eyebrow, looking calm, while beneath the surface, she was barely containing her anger. "And you believed that?" She asked. It might have sounded incredulous, had it not been smothered in cold fury. "Now they're planning to blow up Petropia. _Again_. This time, with no magic backup crystal to save your sorry asses. _Why _would you have _agreed _to that?"

There was a pause. Conway didn't reply immediately, eyeing Gwendolyn as his body tensed, ready to bolt. Only once she relaxed her fists (which had begun to glow with mana again) did he answer. "At the time, I didn't know their plan," he said carefully. "It wouldn't have made any sense. And it still doesn't. They've been kidnapping Petrosapiens to use them for… something. Why kill them _all_?" He sighed, dragging a hand down his face. "Anyway, it seemed like the better deal. Our tiny little group couldn't've taken down an operation that big. I only joined Arkein in the first place because Sybil was so eager to. But I never really thought that we could win or do anything impactful at all. So handing over Tennyson in exchange for stopping the kidnappings… Honestly, I guess that was just a bonus. What I _really _wanted was to get off-world and the only way to do that around here is to join the Plumbers. They would never let someone with my track record sign up, so… so at least, I thought, I could do something selfish for the greater good." He narrowed his eyes, looking between the four of them in turn. He hesitated when he met Tetrax's glare, but nonetheless continued. "And you know what? I'm not gonna apologize. At the time, I made the best of a bad situation. I couldn't've known that all this was gonna happen. Sybil wouldn't have told me. So everything went to shit and it's worse than ever, because of me." Conway stood up, holding his wrists out toward Rook, who could only stare back as their eyes drilled into each other. "And I'd do it again. I've already accepted that, so go on. Take me in. I betrayed your friend — I deserve it. I'd never leave Petropia without my sister so I'd rather die here with her when you all inevitably _fail_."

Another pause, longer than before. Rook was the one to break their staring contest, looking down at Conway's outstretched wrists with a contemplative frown. He had been worried about what to do so he should have been happy, shouldn't he? Conway was making the decision for him. It was because of that that Rook reached for his energy cuffs. Even if he wasn't technically a Plumber, carrying them was a habit and comforting. He was taking in a criminal. More than that, Conway had even admitted to deserving it. It was _justice_. Law. Order. Why, then, did Rook feel like he was making some sort of mistake?

"Wait." Tetrax set a hand on Rook's shoulder, stopping him before he could lock the cuffs into place. His eyes hadn't left Conway since he started talking. "You committed a crime for the greater good, as you said. Isn't that what members of a resistance are supposed to do?"

_That _earned him four disbelieving looks. Conway somehow managed to look the most offended. He was also the first to recover, scowling as he brushed Rook aside to get into Tetrax's face. "Don't you _dare_," he said lowly. "Not everyone has delusions of heroism like you, Tetrax! I _just _said that I did it for me! _Me_, and no one else! The fact that it helped others was just a side-effect! It's never been for this shitty planet, not even once! So don't try to justify the fact that I did a back-stabbing, immoral thing. I'm not a hero — hell, I'm not even a decent guy. You, of all people, should understand that."

Suddenly, Rook felt like he was trespassing. He took a subconscious step back. It was supposed to be a private conversation between Conway and Tetrax, but he was there, he was seeing it all. He wished that he wasn't.

"You're not a child anymore, Conway," Tetrax said quietly. His gaze was steely, like a parent shaking their head at a toddler throwing a tantrum, and it only served to make Conway angrier. "Black and white morality is the sort of propaganda that the upper class shoved in our heads to keep us complacent — to make us feel trapped, like we somehow deserved to be in that shithole of a city because we were born into it and never knew any other way to live." He jammed his finger into Conway's chest, leaning in as he stumbled back. The calm was gone and Tetrax's glare was intense. "Well, we stole because we needed food for the underfed and sickly. We lied because no one valued the truth anymore. And later, we ended up murdering and scamming and blackmailing because no one ever gave a _damn _about us, so why would we give a damn about them? I _know_ you, Conway. You're not a good guy, but you're not an idiot. You're not the type to take an offer without knowing all the strings attached, laying it all on the table. And I _know _that no matter how much you disliked Ben, you never would've betrayed someone for a ship that you could've stolen yourself or made from scratch. So explain yourself and this time, don't try _lying _to me."

Unable to hold Tetrax's stare, Conway looked away. He faltered when he looked at Rook, then seemed to collapse entirely when he saw the way that Gwendolyn and Kevin were looking at him. He stepped away from Tetrax, almost shrinking away from him, and turned his attention almost fully to the audience that he had forgotten about.

In the end, Rook was the one who spoke up. "Could you explain where all of this is coming from? Please?" He asked weakly. His mind was spinning, like everything had been flipped upside-down and the world didn't make sense anymore. It was hard to focus when everything that Conway and Tetrax said was echoing in his head like the reverberations of a gong.

"Look," Conway sighed as he shifted in discomfort. "We both grew up in Terces, the worst city on this shitty planet. Born to whores, who were born to whores, who were born to whores… who were probably born to females who didn't know they were pregnant when their lives were stripped away and they were reduced to scum."

"Petrosapiens are not known for being kind," Tetrax added. "People sentenced to Terces get ration cards that give them access to minerals and water, but children born there get nothing. Petropia has nearly the population of Earth and half the land-mass. We're over-crowded and starvation is the easiest way for the government to be as uninvolved as possible. It's not kind, but not every baby can be allowed to make it to adulthood."

Conway made an unimpressed noise. "Not the babies of the planet's filth, anyway." He tilted his head up, seeming content to study the empty sky as he continued. "It wasn't an easy life, but somehow we made it through. Not everyone was lucky. The babies were always frail. I think that I lost maybe… eight siblings? Nine? It's been so long that it all kind of blends together. How many for you, Tetrax? Seven?" He waited for the other Petrosapien to nod and gave an absent-minded hum. "Seven, give or take. Sybil was born a while after me. Unlike Tetrax's, our mother kind of stuck around. She wasn't perfect, though. Not every mouth got food." He shrugged. "So two of my newborn brothers died before Sybil came along. I was finally old enough to understand cause and effect so I started giving her the minerals that our mother gave to me, so I got skinnier, but she didn't die, and… that, I sort of saw as an achievement. My first accomplishment that didn't involve scamming or stealing." He let out a slow breath, almost wistful, and didn't continue.

After a pause, Tetrax was the one to pick it back up. "We met in a gang. In Terces, there aren't a lot of other options. The city sort of has an underground form of currency. And having a big name gets you lots of jobs and respect. It was always a race to see who was the strongest and the most willing to do _anything _for even meager _scraps_. But then one day, I just…" He waved dismissively. "Got tired of it. I left — took Conway and Sybil with me."

Hearing his name seemed to bring him back to himself and Conway picked the story back up. "Yeah. It wasn't easy. We walked for days without any idea of where the cities were. The animals on this planet are vicious. Once, I woke up to Tetrax screaming because an enormous paittaṇ had swallowed his lower-half whole while we were sleeping at our make-shift camp." A dry smile came to his face at the memory but it didn't last long. "You would think that the crimes would go down when you leave the planet's capital of debauchery, but you'd be wrong. The crime stays the same, it's just that people get better at hiding it. And plenty of people were eager to put us to work. Technically, according to the government, children born in Terces didn't exist. We had no registration, no documents… no one to miss us. We did awful things." It was said almost flippantly — as if Conway didn't see the issue in murdering people. And, in all likelihood, he didn't.

When Kevin shifted next to him, Rook looked over at his friend. He finally took notice of how uncomfortable Kevin looked, a pained expression on his face as he stared. "What…" Kevin managed, feigning nonchalance, "...what does that have to do with anything?"

"It has everything to do with where we are right now," Conway said. He looked offended for a moment, but as he and Kevin looked at each other, searching for something, he seemed to feel that same discomfort as the Osmosian and looked away. "I don't value anyone on this planet besides a handful of people. I didn't hand Tennyson over so that I could be celebrated as a hero and have a statue erected in my honor. I did it so that I could finally _leave_. And now I can't even do that much." He grimaced. Then, to Kevin, "You asked how this ties into what I did. I had a hard life. It's tough for a kid, growing up on the streets like that. But I'm not a kid anymore. I'm an adult. I understand the difference between right and wrong. I can make decisions based upon my sense of morality and fully understand the consequences. So I don't want to be treated like that stupid little kid who didn't know that stealing was wrong." He shot Tetrax a hard look, turning back to his old friend. "_That's_ my point. Stop trying to help me. When has it ever worked out for you in the past, Tetrax?"

Rook looked down at the energy cuffs in his hands thoughtfully. He ran his fingers over the metal parts, feeling the curve that would stretch or shrink to fit any wrist elegantly. They weren't designed to hold Petrosapiens but, if he used them, he knew that Conway wouldn't fight him. He had said as much.

He had also said that he was being selfish in his selfless actions. But wasn't _that _familiar? Rook glanced at Kevin, then to Tetrax, and his thoughts went to Patience.

Technically, they were all bad people. What truly separated them, in Rook's mind, was his own personal feelings about them. That wasn't justice. It wasn't what the Plumbers had taught him.

Justice, by definition, left no room for morality or grey areas. Murder was murder, whether it was out of malicious intent or for revenge or in self-defense. Rook thought that he accepted that.

It was justice to arrest Conway. It was revenge. But was it moral? He knew that neither Murowa nor Conway were idiots. She wouldn't set all of her offers on the table at once and, for someone who had grown up a criminal and known nothing else, Rook didn't believe that Conway would have taken her first offer. If he had, then he wouldn't be the type to give himself up in order to die with his sister. If he had, then he would be left with only the ship and there wouldn't have been any mention of sparing the remaining Petrosapiens.

If he had, then he would already be gone.

And Patience, what of her? She hadn't done anything illegal so, from a lawful perspective, she was clear. But she had lied and manipulated people, pushed them toward a selfless cause for her own selfish gain. Because she wanted revenge. Because of what she perceived to be justice.

In that respect, Rook was no better. He had manipulated her, toyed with her vulnerability to force her into what he wanted her to do. How could that be okay? The guilt was gnawing at Rook. Should he be arrested, then? Was it okay if the ends justified the means? Where did he get off on comforting himself with such a sick lie? Maybe that really made him no better than Patience. He knew, at the very least, that Ben would have been ashamed if he knew. But he would have forgiven Rook anyway, even when he clearly didn't deserve it.

Did that mean that Tetrax and Kevin should be in jail too? Rook knew that they had both done awful things. Murder, theft, blackmail, smuggling… Their rap sheets were miles long, no doubt, but Rook considered them allies. Why? Because they had _changed_? Justice didn't care about the passage of time. Really, Rook ought to arrest all four of them. He would have, if he had been a good Plumber.

Ben had always said that Rook was the better Plumber.

He had been wrong.

"If you insist on being arrested, then I suppose that means I need to come up with a suitable punishment," Rook said. He could feel everyone staring at him, but all he did was step forward and snap the cuffs around Conway's wrists. He smiled faintly. "We will start with community service. You can serve your community by helping us save Petropia. I think that such a noble act would clear you of any wrong. Your sister will, of course, be brought in as well. She is an accomplice, after all. We will be expecting her to serve the same punishment."

For a moment, Conway struggled between anger and relief. His hands curled into fists but quickly unclenched as a tentative, disbelieving smile came to his face. "_Holy shit._ You're serious, aren't you?" He muttered, sounding a little breathless.

"I am always serious." With a nod, Rook turned toward the parked Rustbucket. "You can ride back with us. Tetrax can go gather Sybil, right?" He glanced at the other Petrosapien.

There was an odd look on Tetrax's face. He was looking at Rook with that same expression he used to constantly give Ben — a mix of incredulity and pride. "Yes. I can do that," he eventually confirmed.

Rook gestured for Conway to walk in front of him, watching Tetrax until he had disappeared around the side of the mountain before starting back to the ship. When Gwendolyn and Kevin followed, Rook was briefly amazed that they were being quiet about this. He hadn't expected them to—

"Are you sure about this?" Kevin asked, loudly, and Rook sighed. Still, he couldn't help the little bit of fondness that he felt. _That _was more like it.

"Positive," replied Rook with a hum. "I have been enjoying a bit of a reckless streak recently, as you may have noticed. It has been paying off so I see no reason to stop now."

Gwendolyn placed a hand over her mouth to muffle a laugh. "I thought that Ben would be a bad influence, but I didn't expect that you'd only start taking his advice once he was missing," she teased. The mention of Ben being gone made her smile tighten but, Rook noticed, it didn't have the same hopelessness and worry as it did before.

Fleetingly, Rook thought about when Ben had kidnapped by Albedo and Khyber and, as a result, he had ended up in a dogfight and nearly destroyed his Proto-TRUK in a last-ditch effort to reach his partner. And yet his current behavior was supposed to be "unexpected". He smirked dryly at the sarcastic thought.

"Speaking of reckless…" Kevin threw his arm around Rook's shoulder with a grin and a maniacal glint in his eye. "Please tell me that you've been letting this new attitude bleed into the attack plan. I've been here for _days_ now and barely gotten any action."

He had been working on something of an attack but, given what just happened, Rook thought that he had some reworking to do. He glanced between his friends, then to Conway. And maybe the second time making the plan, he ought to ask for some input.

"Now that you mention it," Rook started, "I _do _have something in mind…"

* * *

**A/N: There's the longest chapter so far! I've got a longer one in Act Three: _Part Two_, coming at you guys in February.**

**Until then, the next chapter is what we've all been waiting for: the attack and rescue! It's going to be epic. **

**Chapter Twenty-Five: **_**Sink or Swim**_


	27. Sink or Swim

Rook glanced up at the wall clock hanging above his head. Old habit — he was quickly reminded that Petrosapiens didn't use the same methods of telling time. The clock readings meant nothing to him. He shook his head and focused back on the matter at hand.

Armor fully stocked and polished? Check. Proto-Tool thoroughly cleaned, refurbished, and over his shoulder? Check. Three-part plan for rescuing Ben and saving all of Petropia? Check. Hopefully, at least.

The plan was pretty good, in Rook's opinion, considering that they only had a day to work on it. Any longer meant risking Petropia, as they had no idea when The Big Three (as Kevin had taken to calling them) would attack. For any sort of solution to work at all, they would have to attack in three parties in order to split the satellite's focus and optimize their chances of a quick success. While a large chunk of the soldiers at their command attacked blindly, three smaller groups would make their move.

As Tetrax had pointed out during planning, since they didn't know where the doomsday device was and the satellite was too massive to waste their time searching, it was easier for one group, led by Tetrax, to knock out the power source. They couldn't take out the engine, as that would undoubtedly kill everyone on board, but even assuming that the satellite had a backup generator (which it would if Murowa was as smart as she seemed to think she was), a weapon that could take out a planet would need far too much power for the backup to be able to supply it _and _keep the life-support running. It would also have the added bonus of preventing the FTL drive from being activated, so while a getaway could be attempted, it wouldn't be impossible to give chase.

Meanwhile, a second group would focus on evacuating the other Petrosapiens. Rook had been willing to let Kevin come with him to go for Ben, but he refused to budge on Gwendolyn handling that part of the mission. She was the most qualified person to find large quantities of living beings. Though she hadn't liked being told that she couldn't see Ben immediately, Gwendolyn wasn't an idiot, and she eventually conceded that Rook had a good point and agreed.

Which meant that the last task, of rescuing a hero, was left to Rook and Kevin as well as a few Petrosapiens that he had handpicked to assist. Their group was the smallest but it didn't need to be large to get the job done. Rook had studied the photos that he'd taken of Ben's containment room for hours, glancing between them and the blueprints for Murowa's force field. It was smart, but it had one fatal flaw. It never required that the DNA used to open it had to be attached to a body. And as convenient as that was, it meant that Rook's timing wouldn't be reliable. He needed to find one of The Big Three, preferably Diavik since he seemed the least threatening, and get one of their hairs. Or a clump of skin cells. Or a tooth. Anything with DNA. It would be both the easiest and hardest part of the rescue. He would have preferred to wait, in case Ben was moved somewhere else during the attack but, considering how thoroughly-defended his room was, Rook didn't want to gamble on that possibility. If the odds weren't in his favor, he could end up standing there while the satellite crumbled around them, wasting time and ultimately failing.

He didn't have the luxury of waiting and watching anymore.

As useless as the clock was, Rook did know that it was almost time. He had to go. There was no nervousness, only a detached sort of anticipation that reminded Rook far too much of how Ben approached his battles. Maybe that should have worried him. Instead, all Rook did was give himself one last glance-over before leaving the temporary bedroom that Mantle had assigned to him the night before.

Outside of the peranite door, the hallway that had been bustling with busy Petrosapiens nonstop for an entire day was eerily quiet. Everyone was outside, pouring into their assigned ships and getting ready. Under better circumstances, Rook might have felt like giving a rousing speech before sending these men to a battle. They had wasted more than enough time already though. He knew that any speech he tried to give would likely be ignored through the thick suspense that they were all feeling.

He started toward the stairs that would lead down to the hanger but, at the last second, Rook turned left instead and followed the uniform halls to a certain line of rooms. None of them were special or stood out. Toward the end of the hall though, one door was cracked open. Rook wasn't surprised to see light leaking through. He didn't hesitate to wedge his fingers into that gap and pry the door open.

"Are you not coming?" He asked, expression blank and tightly controlled.

Sitting at the small desk at the foot of one of the standard beds, having unhappily selected a standard bedroom the night before, Patience scowled. Her gaze slid over to the window, which Rook knew overlooked the airstrip. She had to have known that they were leaving.

"I was considering it," she said, pursing her lips as her judgemental stare refocused on Rook. "To be fair, when you asked me to come, I thought that you were joking. I'm surprised that you would allow me to be there at all, even if it's only as..." Her face scrunched up in distaste, "..._cannon fodder._"

Rook frowned. "The front lines are not "cannon fodder." Every aspect of this mission is equality important, even if serving as a distraction is not very glamorous." He knew that arguing with Patience was an exercise in futility, though. Before she could reply, he sighed. The apology in his throat was swallowed and, instead, Rook said, "If you do not want to come, then stay here. We do not need you. I just thought that you would want to. You owe it to yourself to do something unselfish for once, do you not?"

His prodding got the reaction that Rook knew it would and, suddenly, Patience was on her feet. "Don't consider yourself qualified to speak on a topic that you know nothing about," she hissed. Nonetheless, Patience didn't spare one look at her room before brushing by Rook and heading down the hall in the direction of the airstrip.

There was a possibility that Patience would try to get in their way but, Rook rationalized, anger was passion, as she said. If she took down Argyle in her rage, then all the better for them. And if her emotions blinded her and she ended up getting hurt or worse, well...

Ultimately, it was her decision to risk that. Rook would worry about keeping her alive if it came to that. The chances of her finding Argyle at all were incredibly slim.

Satisfied that he had given Patience enough of a head start, Rook headed outside as well. He passed a few Petrosapiens on the way, most carrying supplies or making last-minute preparations. No one, Rook noticed, seemed despondent or terrified. He saw the looks of determination, resignation, and hard fury. Not for the first time, he was thankful for the warrior spirit of the Petrosapien species. He felt like his own calm would shatter if prodded too hard and he knew that he wasn't in any position to be comforting someone.

He slipped through the cramped hanger toward the front, where the Rustbucket III was parked. The docking bridge was already down for him, though it raised as soon as he got on board. That meant that Rook was the last to arrive.

Sure enough, when he stepped into the cabin, there were already five other people there already in Plumber suits. Kevin took up the pilot's seat, of course, with Gwendolyn sitting near Mantle and Tetrax watching Conway passively from across. They were teaming up to take command of the three sections. Rook and Kevin to rescue Ben, Gwendolyn and Mantle to evacuate the kidnapped Petrosapiens, and Tetrax and Mantle to blow up the satellite's power source. Sybil was working with Gwendolyn, as were Popigai and Igneous, whereas Kimberlite had wanted to help out with destroying the satellite's power source. Despite the offer to ride together, all four of them had wanted to head in with someone else. In a way, Rook felt that that was better. He wasn't sure what he would say if he had been forced to face them and saying nothing at all felt better than fumbling for something heartfelt.

Each group had other support members but they would be joining up once all ships landed in the thick of the battle. It wasn't very convenient but Rook had wanted to get as many ships up to the satellite as possible so anyone who knew how to pilot had found themselves assigned to a cruiser.

No one talked. The atmosphere was far too tense for them to bother trying. Taking the co-pilot seat, Rook grabbed the headset waiting for him and slipped it on. They were Plumber brand and recently de-bugged. Everyone else in the cabin was already wearing one. They would need to keep constant communication with each other.

After getting himself situated, Rook tapped on the communicator in his headset, turning the microphone on. "This is Squad Alpha leader, Stone-Cutter, checking in with co-leader Fast." Kevin made a hum of acknowledgment, smirking. But then, what else had Rook expected in letting Kevin pick his own codename? "Squad Beta, Squad Gamma, please acknowledge."

There was a good-natured eye roll from Gwendolyn as she responded, her voice echoing by a second as it filtered through Rook's headphones. "This is Squad Beta leader, Furious, checking in with co-leader Tank," she parroted. When her codename made Kevin bust out laughing, all she could do was scowl with pink cheeks and a barely suppressed smile of her own as Mantle chimed in by repeating his codename.

Tetrax picked it back up. "Squad Gamma leader, Fengári, checking in with co-leader Kevlar," he drawled. He waited for Rook's prompting nod and then added, "Squads A, B, and C, please confirm your readiness for takeoff."

Of course, because the diversion squad was so much larger than the others, Rook had divided it into three sections. They would all land in roughly the same area, but Squad A was instructed to head up the satellite, Squad B would carve their way toward the center, and Squad C would plow downward. Keeping an attack going on all fronts would be far more effective at keeping the enemy thrown off and distracted.

There was a pause where no one spoke but then the Plumber that Rook had assigned to Squad A on Mantle's recommendation picked up. "_Squad A leader, Rara, responding_," the Plumber — Rook remembered his name being Mosmochlor — answered. "_Squad A is ready for takeoff on your signal, sir._"

The next squad was quick to pick up. _"Squad B leader, Aspect, responding,"_ Xo'onotlite said. There was an eagerness in her voice that had Rook smiling despite the situation. _"Ready to leave as soon as you are, Stone-Cutter. Or before, depending on how much longer you expect we can wait." _

Her words were teasing, but she was right. Petrosapiens weren't known for being patient. And, beyond that, Rook was getting sick of waiting, too.

_"Squad C leader, Densus, responding." _That was another Plumber, by the name of Osmium. He was supposed to be one of Mantle's top students, sporting the rank of brigadier, but Rook didn't understand how with the lax attitude that he had. _"Chiming in to agree with Aspect, but waiting for your orders, sir." _

"Everyone has checked in," Rook announced into his speaker. It was unnecessary, but there was a sort of thrill in it, too.

He gestured to Kevin and couldn't help but grin when the engines started up. Around him, every other ship in the hanger did the same, filling the building with such a loud roar that it made it hard to think. The other hangers, Rook knew, would have heard it and already be following suit.

A minute passed where Rook barely remembered how to breathe. He tapped his foot impatiently, watching the dials in front of him tick steadily upward until, finally, they were ready to take off. "On my mark," he announced. "And... _now_!"

Thanks to Kevin, the Rustbucket was already inching forward before Rook had finished speaking. They tore out onto the airstrip as soon as official permission was given. Squad A followed them, swiftly followed by Squad B, then C. Kevin was flying them unsteadily, practically shooting up at a ninety-degree angle to get into the atmosphere as fast as possible. Rook couldn't see how the other ships were fairing behind them. The radio chatter had gone silent and all he could do was pray that everything worked out according to plan _at least _until they reached the satellite.

The Rustbucket was shaking violently, but it eventually calmed down as they broke free of Petropia's gravitational pull and entered the vacuum of space. Immediately, the thrusters were cut off and the sudden drop in speed made everyone jerk in their seats. Ordinarily, Kevin might have gotten reprimanded for being so reckless, but no one could fault him for that considering the circumstances. The only reason that Rook didn't ask for him to go faster was that they still needed to be part of the coordinated attack.

Once the thrusters were cut, it was easy for Squad B to overtake them. Rook could hear Xo'onotlite in his ear, confirming their phase going correctly, but he didn't reply. To reply meant using his fingers to activate the microphone and to do that meant prying them away from the death grip that Rook had on the console. He wasn't sure what he would do if he let go. His white-knuckled grip was the only thing keeping Rook in that chair instead of yanking a helmet on and jumping out the airlock. He could barely think through the flood of adrenaline. It was a good thing that he had laid out a plan before jumping into the thick of things. How did Ben manage thinking on his feet _constantly_?

The smaller of Petropia's moons, Månsken, was fast approaching. Rook couldn't make out the details of the space station orbiting it but the lights were bright enough that he didn't need to. The satellite was practically a beacon.

"Squad B, this is Squad Alpha co-leader, Fast," Kevin said into his microphone. His voice jarred Rook back to reality. Had he been unresponsive? Squad B was a lot further ahead than they had been the last time Rook had looked at them. "Do you have a visual? Reminder, your target is the smack-center of the damn thing. Can't miss it." It might have been a joke, had Kevin not looked like he was going to pop a vein from the intensity in his expression.

_"Copy,"_ Xo'onotlite's voice replied. _"Estimated initial breach in one minute and counting. Fifty if I hurry."_ He could almost _hear _her smirk. _"Forty-nine, forty-eight, forty-seven... You'll see it, Fast, just wait for the giant explosion."_

Kevin chuckled but didn't reply. It would have been in bad taste. The blasters that were equipped on Plumber cruisers wouldn't be strong enough to penetrate the hull of the satellite as quickly as their mission required, so the first few hits on the structure would be caused by ramming it. Plumber ships were durable — they had to be — but even so, the odds for those at the front weren't favorable. But they knew that. They had volunteered for the task. It was considered an honor.

When the first explosion went off soundlessly. Still, the bright flash of heat and fire made Rook grimace. Immediately, the outside of the satellite began whirring with red lights. The mismatched ships soaring around outside of it either turned to help ward off the attack or, mostly, turned to leave. As Rook expected that they would. That was, after all, a side effect of hiring criminals. They didn't tend to be very reliable.

Air rushed out of the hole in the side of the satellite, fueling the dying flames, but stopped when the emergency doors slid into place and plugged the breach. That didn't last long, though. The backup was much thinner than the thick hull and, as laser fire flashed up ahead, the hole was reopened and relentlessly pounded by all thirty cruisers in Squad B. Steel was torn and melted, the breach growing wider too quickly for any preventative actions to be taken. By the time the Rustbucket was close enough to make out shapes as small as people, Squads A and C in tow, the gaping hole was massive enough for dozens of ships to fly through at once.

The middle of the satellite held, predictably, the bridge. They had hammered the control center for the satellite thoroughly but, considering how big it was, Rook didn't doubt that there was a backup somewhere. Likely, there would be several. That wasn't what Rook was worried about, anyway.

They soared into the satellite through the hole, quickly finding that there was no gravity or air. The doors that led to other rooms had all been sealed by those who were fleeing. Not everyone was that lucky. Rook pointedly avoided looking at the floating husks around the ship that used to be alive. He knew what happened to an unprotected body in the void of space. He didn't need (or want) to see the ballooning corpses and remnants of ruptured lungs first hand.

The vacuum didn't present much of a problem. Plumber suits were made to be resistant to drastic changes in pressure and were all equipped with energy helmets and life-support. As for getting the imprisoned Petrosapiens onboard in zero gravity, well, that was yet another reason why Gwendolyn was charging that team. Her mana constructs were going to save lives. And Ben...

He had aliens that were resistant to space. Rook was certain that he would be fine. Or, he hoped so.

"Squad Alpha, in position inside the satellite," Rook finally spoke up. He unbuckled from his seat. The engines were already cut and the other five passengers were waiting by the airlock with their helmets already on. His awareness was coming back. Hopefully, that would be the last of Rook getting distracted by his thoughts. "Squad B will move first. Squads A and C, hold. Additional members of Squad Alpha, Beta, and Gamma need to enter the satellite as soon as you possibly can."

As soon as he had finished transmission, Tetrax opened the airlock. Within a minute, all six of them were floating outside of the Rustbucket. Rook kept his focus on the ships entering through the breach.

There were nine ships for Squad Alpha, seventeen for Squad Beta, and eleven for Squad Gamma. Each ship would carry an attentional passenger, with a few carrying two. Not every single one would have double passengers, though. The groups weren't very big. Rook hadn't thought that it was necessary.

When he was satisfied with the number of ships that had entered, Rook pushed himself off of the Rustbucket and towards the nearest exit. Kevin followed, muttering something about scuff marks ruining his paint job.

Rook wasn't listening. He reached up toward his headset again. Everyone would be able to hear him, but only squad leaders had been entrusted with microphones. Otherwise, the line would constantly be filled with the chatter of over three-hundred soldiers.

"Members of Squad Alpha," he said, "please converge on my location toward the back of the bridge. Other squads, locate your squad leaders and wait for their signals to gather. Be efficient. Stone-Cutter, signing off." Rook flicked his headset off but Kevin kept his on. That way, at least one of them would constantly be kept up to date on what was happening in case there was an emergency.

Thankfully, trained Plumber pilots knew how to fly. Nine ships stopped in Rook's general area and nineteen soldiers, Plumber and Arkein alike, joined him. No one spoke — partly because Petrosapiens tended to speak with their fists and not their mouths, but partly because sound didn't carry in space so it would have been pointless to try.

After everyone was accounted for, Rook nodded toward Kevin. He watched his friend suck his arm into the torso of his Plumber suit, reaching for the chunk of taydenite that he had with him. It wouldn't be comfortable but, Kevin had assured him, he wouldn't explode. He just wouldn't be able to breathe if the air in his suit leaked out. Which, hopefully, it wouldn't.

A second later, there was a large, taydenite sword tearing through the Plumber suit where Kevin's human arm used to be. He jammed his arm into the sealed off door blocking their progress and smoothly cut a gap in it. Air immediately began to rush out.

Fighting against the suction was difficult, but their group managed to pull themselves through the gap. One of the Petrosapien soldiers ripped off the sleeve of their Plumber suit, grimacing in discomfort, and held out a hand toward the door. The surface of his skin rapidly began to discolor but it worked. A craggy slab of peranite jutted out from the steel floor and sealed off the vacuum that was rapidly sucking up their air supply.

Once they were in the clear, Rook tentatively took his helmet off. The air was a little thin, but that would change as they worked their way further into the satellite. He turned to the lined-up soldiers.

"Is everyone clear on the objective of Squad Alpha?" He asked tensely. They didn't need a reminder — they had all volunteered for it, after all — but Rook felt the need to reiterate it. "We will rescue and secure Ben Tennyson, who is currently being held prisoner aboard this vessel. Afterward, we are to immediately make our escape and rendezvous with the other squads at Plumber base. Nothing more, nothing less. Understood?" He took in every serious expression, every nod, every muttered _"yes, sir," _before finally nodding. "Then let us stop wasting time and "get this show on the road," as they say on Earth."

They were somewhat lucky in the fact that the door Rook had chosen led into a short, empty hallway with only two off-shooting doors. Both were ignored. They would not be helpful. Though his first and only visit to the satellite had happened in the vents, Rook had a rough idea of where Ben was because he had been able to connect the path he had taken with where it would be located in reference to the hanger. Even if the satellite had a dozen hangers, Rook was capable of recognizing which one he had come in from.

He considered their location for a moment before saying, to Kevin, "We will need to go up two levels. After that, it will be a simple process of working our way further in."

There were hallways and elevators for them to take, true, but why bother with avoiding walls when it was much easier and much faster to simply tear the entire, putrid construct down with them?

With a nod, Kevin turned his attention upward. "Now, _that_, I can definitely do." He grinned in approval.

To the nearest Petrosapien — a male with anticipation written all over him — Rook made an "up" gesture with one hand. It took the male a moment to understand, but Kevin lengthening his taydenite arm to an impressive saw seemed to help. The male nudged the soldier next to him and, together, they both smoothly pulled a peranite slab from the ground and their group shot up. Thankfully, not so far that they slammed into the ceiling.

Kevin held the saw above his head and stuck it through the steel with barely any resistance. He had to do a quick job around the perimeter of their platform to make it big enough for everyone to fit. When they raised another few feet, the steel cutout was tossed to the side easily. The Petrosapien soldiers seemed to barely feel it.

The floor that they opened up on was, as Rook expected, filled to bursting with panicking people. A quick glance showed mercenaries, scientists, smugglers, engineers, and everything in between. All, no doubt, perfectly at home in the criminal underworld. They were left stunned, while Rook gestured for his team to continue. By the time the fighters had enough sense to actually attack, they were easily knocked back when the cut out from the ceiling was thrown unceremoniously toward them. Any stragglers were efficiently knocked away by peranite chunks ripped from the platform and lobbed their way.

Ordinarily, Rook and Kevin might have stopped to fight. But glancing at his friend, the Revonnahgander understood immediately that they were both going to choose to wait this one out. Their focus was on plowing forward, not wasting time by fighting subpar criminals.

The platform shot up to the level above but, the second time, there was no avoiding the groups of criminals waiting for them. Rook tried to pick out different species and remember their weaknesses from the files he had read.

He had barely a second. Detrovite, incredibly tough but their regeneration abilities were slow. Pantophage, hulking and easily outthought. Churl, powerful and durable but weak to electricity. Exioid, physically weak and easily distracted. Tésstia, awkward and graceless but surprisingly quick.

There were more — a dozen more, easily — but Rook didn't have time to catalog them all. The Detrovite had swung and he ducked forward so fast that his neck ached, but Rook had narrowly avoided having the club attached to that fake, cybernetic arm go through his skull.

Even as he threw his body weight forward, Rook took his Proto-Tool into his hands. He dropped into a smooth crouch, taking aim. A counter-weight shot out of the barrel of the gun, looping seamlessly around the Detrovite's real arm. Without waiting to watch the rope tighten, Rook pivoted neatly on his heel, avoiding a shot from a laser blaster, and shot again at the Pantophage charging toward them. The weight wrapped around his thick neck, startling him and stopping him in his tracks. A third blast was shot toward the ceiling and a spiked point embedded itself into the metal, leaving a small crank as the visible base.

Before either alien could think to prevent it, the crank automatically started up. They were both whisked off their feet, the Detrovite banging uselessly against his wrist with the dull club in an attempt to loosen the rope and the Pantophage too busy preventing himself from choking to focus on getting the knot undone.

Around him, all nineteen of Rook's soldiers were engaging in battle. He noticed the Churl from before sneaking up from behind Kevin while he grappled with a small-ish Tetramand. In a single fluid motion, Rook flipped the Proto-Tool into an elongated staff and jammed it right into the alien's prominent eye. A horrible, shrill cry left its black lips and the Churl crumpled to the ground just in time for Kevin to wrap his arms around the Tetramand's midsection and flip the male over his shoulder, driving him head-first into the Churl's body and letting them both collapse on top of each other.

"Nice," Kevin complimented as he straightened. He pointed up toward the two aliens still dangling from the ceiling. "Didn't know the Proto-Tool could do that."

"I made some modifications before leaving for Petropia," Rook replied conversationally.

He took aim over Kevin's shoulder, squeezing the trigger and ensnaring an Exioid with an energy net. Another push of a button and the entire thing lit up with electricity, shocking the alien held within horribly. It might have smelled of burnt flesh, had the room not been filled with the stench of alien blood and sweat already. Even her screams were drowned out by everyone else's screaming and shouting.

Kevin watched idly for a moment, giving an incline of the head to signal for Rook to duck. When the Revonnahgander did, a swiping roundhouse kick cut over his head by mere centimeters and there was a sick squelch by his ear. The blob-like alien was sent spinning into another enemy, disorienting them both and making it impossible for Rook to identify their species. Not that it mattered — either way, they were both out of the fight. A hand on his shoulder drew Rook's attention back to Kevin.

"We should go," the Osmosian said, seemingly unconcerned with the brutal fight swarming around them. "I know these kinda guys. Either they're getting paid enough that their lives are suddenly worthless, or they're so desperate for any scraps that they'd die for a few dimes. Doesn't really matter — they'll never stop attacking until you put 'em down. Unless you wanna instigate a slaughter, we should focus on getting Ben. Leave a cut of the recruits here to hold 'em off. I don't think that Petrosapiens have much of an issue with killing anyway."

That was what Rook wanted to avoid. The idea of killing wasn't particularly pleasant to him but even so, he liked to think that he would be able to do it if he absolutely had to. And if he told some Petrosapiens to hang back and hold off their pursuers, he would be a killer. Some of them would die. That was a given. Maybe they would die, regardless, even if Rook stayed. Did he want to watch it? Leaving felt cowardly, but Kevin had a point. They couldn't waste time on an exhausting battle that would be virtually impossible to "win." All they would do was stack up bodies and that wouldn't bring them any closer to their goal. Whether Rook stayed or went, people would die. The only difference was that one of those options left it up to fate and the other could be pinned on Rook.

So, the question was, could he kill for Ben? _Would _he?

The answer was irrelevant. Rook knew that he was going to have to.

The Proto-Tool was shifted back into an ordinary blaster. He shot rapidly into the crowd, drawing the attention of the nearby Petrosapiens. Rook gestured for those that saw him to retreat. The rest, he knew, would have heard his blaster firing seven distinct shots. They would understand their role. These signals had been worked out ahead of time. As sick as the possibility had made him, Rook had wanted to be prepared for any decision that he might have to make in the heat of a fight. He wished that it hadn't had to be that one.

Against his better judgment, Rook retreated. He stepped back, swallowed his protests, and funneled half of his troops through a side door that was quickly sealed behind with peranite. There was banging from the other side but it would be a while until they were followed. Not with the fight still raging and any aliens strong enough to bend steel thoroughly taken by the tide of the battle.

There was a heavy silence. Rook took a deep breath and then, forcing his voice to sound even, said, "We need to find Diavik before we can go any further. We need a sample of his DNA in order to get to Ben." Or, alternatively, a very large explosive. But it was a little too late for them to get their hands on it and Rook wasn't eager to set one off in a space station.

"Where would he be, sir?" One of the soldiers, a young man that Rook felt guilty for not recognizing, asked. He had a chunk taken out of his chin, oozing sulfuric blood, but if the man noticed then he gave no indication of it. There wasn't even a twitch of pain in his expression.

He had asked a fair question, too. Rook thought about it logically. He hadn't stuck around the station long enough to see if Diavik had an office or room that he frequented, but he _had _seen Murowa's files. They described Diavik undoubtedly as the "face" of whatever taydenite-related product they were selling, which meant that he handled customers almost in the same way as a car salesman. Where would someone like that most likely be?

"I am not certain," Rook admitted, "but given that his role in this group has more of a financial purpose than a physical one, I am willing to bet that he moved inward as soon as the fighting started. Perhaps to an escape pod, or…" He trailed off as a thought occurred to him.

Rook had not met many Pugnavores in his time. For creatures that fed off of drama and intense emotion, they weren't very social with other species. Or, at least, not species that had advanced beyond Level Three technology. The only Pugnavore that Rook had ever met was Charles Zenith, host of a beloved extraterrestrial television program. He, like Diavik, had been mostly a face. Outwardly, Zenith seemed childish and weak and cowardly. And he was. That much, Rook knew. But that was where the two Pugnavores differed.

Thinking back on the conversation between Murowa and Diavik that he had overheard, Rook suddenly understood. He had thought that Diavik's behavior was odd, but it made sense now. The calmness, the confidence, the no-nonsense… Pugnavores were a gifted species. Just because Zenith had under-utilized his gifts in teleportation, mind-reading, telekinesis, and energy manipulation to be a scrawny reality show host didn't mean that Diavik had done the same. And if that was the same, if he truly _was _that powerful, then that only left one logical location for him.

"Or…?" Kevin prompted impatiently.

Behind their sealed-off door, Rook could tell that the sounds of fighting had grown quieter. What that meant was anyone's guess but it likely wasn't good. They had to move. "_Or_," Rook continued, starting down the hallway, "he is guarding Ben. We will find them together if my hunch is correct." He really hoped that it wasn't.

Kevin jogged to catch up with him, the other soldiers falling into step just behind. "You sure about this, man?" He asked. There wasn't concern in his voice (Kevin wasn't the concerned type) but he did sound slightly less confident than usual. "Pugnavores are tough. Do you think we can take him down fast enough to meet back up with the others? Like you said back there, we can't waste time by fighting some jackass when we've got a goal we need to be focusing on."

The idea that _Kevin _was the one advising Rook away from a fight might have been laughable under any other circumstances. As it was, Rook understood where he was coming from. He just wanted to see Ben, too.

"No," Rook conceded, "I am not sure. But we do not need to win against Diavik. We only need to ensure that _he _loses." He managed a grin that hopefully looked convincing. "We will get his hair or blood or skin and then find a way to distract him long enough to get to Ben. After that, we leave. We are not here to take them down for the count." As satisfying as the experience would no doubt be.

Unconvinced, Kevin only nodded. He didn't say it aloud, but if it came down to it, Rook knew which one of the two of them would leave the fight first. Kevin was the type who would gladly delay the happy reunion a few minutes more to seek what he saw as justice. A murder was still murder, but Rook had no doubt that he would end up looking the other way if Diavik didn't make it out of their encounter alive. He wondered if he would remain so morally superior if _Kevin _was the one who walked away from the fight. Somehow, Rook doubted that his killings would continue to be from a distance.

Maybe that thought should have worried him with the ease in which it came. It didn't.

As they progressed, the hallways grew more and more familiar. Luckily, the further they moved from the hanger and escape pods, the fewer enemies they came across. Rook ended up blasting a Merlinisapien through a door and their group spent far too much time on taking down a Vaxasaurian, but though their progress occasional slowed, it remained steady.

Rook could feel his heart pounding in anticipation, his fur growing stiff with an anxious sweat as he finally started to truly recognize their surroundings. They were on the right level, as he'd guessed. He took a left at an exposed pipe, down to the end of the hall, right and through the door nearest the dead-end… A part of him almost couldn't believe it. He was so close that he felt as though he was going to blink and wake up.

But as Rook neared the final door, he remained firmly fixed in reality. No one spoke. The few stragglers that they'd been running into and fighting had even tapered off and Rook found that concerning. Murowa had so many other safety measures in check. Surely, she wasn't so overconfident that she would leave Ben without a physical guard?

Something shimmered in the air. Rook, already on edge and looking for any excuse to indulge his paranoia, swiftly yanked one of his utility pockets open to slip a gas mask onto his face. Even then, he wasn't fast enough to escape the drowsy feeling. He ignored the headrush, turning to warn the soldiers behind him, but it was a pointless effort. They had either moved fast or slumped over, unconscious. Thankfully, only two of them had succumbed to what was no doubt Nemuina dust in the air. The other seven had varying degrees of awareness, but at least they were still standing upright. At Rook's side, Kevin had held his breath long enough to get his helmet on. There was still a hole in the arm of his Plumber suit, but that was swiftly plugged when he expanded the taydenite that made up his arm. The metal groaned in protest but was air-tight once again.

Making a gesture for everyone to hold, Rook leveled his Proto-Tool at the door at the end of the hall. That was the last one that didn't require a security clearance. Beyond it was the chamber that would let into Ben's prison. The brightly-lit hallway around them was empty of all over lifeforms. The few other doors were closed. Rook didn't dare to look at the vents.

"Murowa," he spoke evenly. "If that is you, show yourself. You are only making things more difficult by hiding."

Silence.

Just as Rook was considering that they had merely blundered into a boobytrap, just as he started to relax, just as he was lowering the Proto-Tool, a distinctly male voice chimed back jovially, "Is that so? And what if it's _not _her? I do so _hate _to disappoint."

It was Diavik's voice, undoubtedly. He was speaking but Rook couldn't see him. So where could he—?

All Rook did was blink but that was enough. There was no flashy pop of confetti or sparkles or smoke like Charles Zenith had when he teleported. One moment there was nothing and the next, Diavik was right in his face. Like the rest of them, he had on a gas mask. The dust around them grew so thick that the air was tinted golden. Rook could faintly hear the vent fans whirring away above him. They really _had _walked into a trap.

By the time Rook remembered to aim his Proto-Tool, Diavik was gone again. Kevin let out a strangled shout of surprise and his taydenite hammer embedded itself in the wall, right through where Diavik's head had been. It was a valiant, though pointless, effort. Rook's Proto-Tool was wrenched from his hands in that split-second of distraction. He barely had the sense to duck right before he could take the butt of the weapon to the temple.

Diavik tisked as though disappointed. He slammed the Proto-Tool against the wall (as if that would damage the weapon) and tossed it uninterestedly over his shoulder. It smacked the door at the end and clattered to the ground. If Rook could get to it, he would be exactly where he needed to be: one step closer to Ben. But unless he could get Diavik's DNA, it didn't matter.

One of the Petrosapien soldiers finally shot off a blast of peranite. Rook wasn't sure why they waited — maybe because he told them to or because they were just as confused and overwhelmed as any outsider had the right to be. One of the others had already moved the two that were unconscious, fixing their suit's helmets into place and propping them up against the back wall for their own safety. The initial shot had been easy for Diavik to dodge but it got the others into motion.

A flurry of peranite shards filled the air as gloves were ripped off and tossed to the ground. Rook flung himself to the ground, taking Kevin with him, as the hallway shook and trembled. Slabs of peranite dropped from the ceiling, spikes grew from the walls, and rippling waves of the crystal ripped apart the floor and bucked wildly enough to send anyone standing to their knees.

By the time everything stopped twisting and bucking, the hallway was unrecognizable. Wires crackled through the walls, the lights were flickering, and peranite clogged the center so thoroughly that Rook couldn't see the other side anymore. His heart lept into his throat. His Proto-Tool was effectively sealed away on the other side, and Diavik—

The Pugnavore stood mere feet away from Rook, completely unharmed. He had probably teleported away to the other room until the chaos calmed down. The look on his face was rage-inducing. "Smug" didn't even begin to describe it.

He tossed a look over his shoulder almost contemplatively. "My task was merely to keep you from reaching your target," Diavik remarked idly. "I'd say that this is a good start. Please, attack again. Let's tear this whole damn station apart in your ineptitude!"

Just when Rook was struggling not to give in to his frustration, seconds away from snapping and attempting to land a punch even if he was unarmed, Diavik was sent flying. He hit the wall, stumbling to catch himself, and Kevin stood above him with his fist still poised in the air and a glint in his eye.

"I've been waiting for a crack at you, tough guy," Kevin growled. He didn't have enough taydenite to cover his entire body but he didn't need to. He ripped through what remained of his Plumber suit with ease, crouching down to touch his human hand to the floor. In an instant, metal raced up his body and covered everything except for his taydenite arm. He gestured widely for the soldiers to move back, a grin on his face. His gaze didn't stray from Diavik for a moment. "Just you and me. _Mano-a-alien_. Think you can handle that?"

Straightening himself back up, Diavik shot Kevin an unimpressed look. He didn't acknowledge it, but a thin trail of green blood leaked down his chin and it was clear already that his cheek was going to bruise. "You don't know the first thing about Pugnavores, do you?" Diavik scowled. "I manipulate energy. All of your abilities draw from the absorption of energy. Don't you see any problem with that, or is your head so thick that it's physically impossible for you to take in new information?"

Kevin didn't hesitate. "Doesn't matter what you can do. I'll still be the one framing your ass on my wall once I'm finished kicking it."

He didn't waste any more time talking. His taydenite arm elongated to a tip, forming a sword and cut right through the wall where Diavik had been a moment ago. Without looking, Kevin turned completely around and threw a punch with his steel hand right as Diavik reappeared. The Pugnavore caught it, looking faintly surprised, and narrowed his eyes. The taydenite and metal melted away, revealing the skin underneath. Kevin clenched his jaw in frustration but it didn't stop him from grabbing Diavik by his antenna and throwing him to the ground. Again, reality warped, and the man was gone before he hit the floor.

Not sparing a glance at Rook, Kevin made a shooing gesture and touched the cluster of peranite in the middle of the hall. _Why_, Rook wasn't entirely sure, but once his body was completely made of crystal Kevin spoke. "Get out of here. Take those soldiers and get to Ben. I'll drag him back there if you need his DNA for the force field but see if you can manage otherwise. There might not be much left when I'm finished."

"Is that what you think?" Diavik's voice snarled, all playfulness gone. He warped back into reality, grabbed Kevin by the neck, and threw him through the cut he'd made in the wall earlier. A glance was spared at Rook but, given that the Revonnahgander was still on the floor, Kevin must have taken the priority because Diavik was quick to look away and follow in the direction he'd tossed the Osmosian.

A grunt of pain followed — clearly Kevin's — but Rook didn't stick around to listen to it. He flipped up onto his feet in an easy motion, gesturing to the nearest soldier. "Get that peranite mess out of the way," Rook managed once he found his voice. "We still have a goal."

If any of them disagreed then they were smart enough not to say it aloud. Two Petrosapiens focused on the cluster blocking their path and it sank back into the holes it had protruded from. That didn't fix any of the damage but they would at least be able to pass through it. Which was good, because Rook was tired of waiting.

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**A/N: ...but I hope that you guys aren't, because there's another week to go until we find out what will happen!**

**Also, with Diavik's powers. In the episode where Pugnavores were first introduced, "**_**The Most Dangerous Game Show**_**," Charles Zenith (the Pugnavore host) is able to change Ben from his transformation and back to human, meaning that he manipulates energy. And since that's Kevin's entire source of power, well… The odds of this fight aren't exactly **_**fair**_**, is all I'm going to say. **

**Chapter Twenty-Six: **_**Thick and Thin**_


	28. Thick and Thin

**A/N: Here's a thought: on AO3, where I cross-post this fic, I respond to almost all the comments on DAF. I obviously can't do that on FF (at least, no public replies), but I was wondering if you guys would like me to reply to you at the beginning of chapters, like I'm doing now. Or would that ruin the emersion of reading?**

**I don't know. Just let me know, I guess! Or if you do review, you can leave a line at the bottom asking me to respond to you, and I'll either PM you or get back to you in a week with the next update. It all comes down to what the reviewers want.**

* * *

Rook listened intently as the sounds of fighting moved further and further away before turning to where he knew Ben was being held. Kevin had kept his word to get Diavik away from them, after all. They couldn't stand to waste any more time — who knew how long Kevin would be able to hold him off?

He darted to the end of the hallway, bending down to grab his Proto-Tool as he swept by without breaking stride. The door at the end of the hall was flung open and, beyond it, Rook saw the same chamber that Diavik had stood in days ago. There were the security scanners, the locks, electronic keypads… All of which, Rook was willing to rip out of the wall.

Footsteps sounded behind him. His soldiers were scattered and confused, needing direction. It was hard for Rook to care. He jerked his chin toward the high-security door, staring intensely at the soldier closest to him. "Open it. I do not care how you do so."

She didn't comment or even look the slightest bit perturbed. The female nodded, every bit a soldier trained to take orders, and nudged the male next to her. Together, they concentrated on the center of the door and pushed in opposite directions with their hands. Peranite split the door down the middle, crunching the steel against its frame. Alarms sounded, lights blaring, but the base was already in such chaos that Rook barely noticed an additional layer to the constant buzz. He didn't care, either. He jogged through the open gap, unable to think about anything except what may be awaiting him, and—

And there was Ben. Slightly confused and disgruntled, but unharmed and excited. His eyes lit up when he saw Rook. It was heart-wrenching.

Despite all that he'd worked to be there and how long he had been waiting, Rook was unable to meet Ben's gaze. Not until he was unstrapped from that table, anyway. He would be — Rook refused to leave until he had accomplished that much. "Just a few more minutes, Ben," he muttered to himself. "I will not leave again without you. I swear on that."

He noticed that the soldiers hadn't followed him into the room. For a moment, he wondered if Ben would be upset for strangers to see the famed hero in such a vulnerable position, but then Rook decided that there were more important things at stake than Ben's public image. He waved forward the same female from before and forgot to feel bad about not knowing her name.

"Can you pry open a hole in the floor?" Rook asked, pointing at his feet. "There is something that I would like to see in the room below."

The female glanced at Ben, her expression surprised and maybe even a little bit pitying. When Rook poised his question, she begrudgingly looked back to him and nodded. "Yes, of course, sir," she said, more for her own benefit than because Rook needed to hear it. The glove of her suit was already off so she merely sharpened her fingers into a single point and knelt down, drilling her arm through the floor. It made the thin metal quake as she split it like paper, tearing out a chunk and sticking her other hand in to pull the gap apart until it was easily big enough for Rook to fit through.

Finished, she stepped back, and he didn't hesitate to crouch next to it. Rook used his Proto-Tool to attach a grapple to the edge of the hole, lodging it in the twisted bits of steel, and lowered his legs over the lip. Before he dropped, he risked a glance at Ben.

There was clear uncertainty on his face and a dash of apprehension but, mostly, Ben looked relaxed. His expression spoke of nothing but confidence and trust. Knowing that he had left his friend behind, no matter how necessary it had been, made that look even more crushing for Rook. A successful rescue was really the least of what he owed to Ben.

Slowly letting out the line of his grapple, Rook let himself slip out of sight and into the room below. It was a massive, empty compartment. There was no lighting, no security, no people — nothing. Rook had been worried about finding something like that. He stopped half-way to the floor, already knowing what he was going to see. He could feel the electricity tingling along his fur from the force field already. Turning on the lamp on his Proto-Tool, Rook saw exactly what he was afraid of. The only purpose of the room was to provide the bottom of Ben's prison with additional defense. Either the force field ignored objects that were in the middle of its range when it was activated, or Murowa had set up an additional one just for the bottom of the sphere. Neither option would have surprised Rook.

He stayed where he was, hanging over the empty room as he worriedly thought about what he was supposed to do. Kevin was distracting Diavik for them, but how long would that last? Pugnavores could manipulate energy. True, they didn't have enhanced strength or speed and they couldn't shoot lasers or radioactive material like some other species, but Diavik certainly had the advantage. If something happened to Kevin, Rook didn't want to let his sacrifice be in vain. But, beyond that, Ben simply deserved to be walking free by now. It was long past due.

So how was Rook going to accomplish that? He'd agonized over Murowa's security for _days _to no effect — he couldn't figure out a way past her security measures.

There was a tug on his rope. Rook glanced up and, begrudgingly, pulled himself back to the top. When he got there, one of the soldiers offered his hand and Rook took it, climbing to his feet back on solid ground. "Did something happen?" He asked, looking at the worried expressions of the newcomers.

The male who had helped Rook up nodded. "The lights in the other rooms went out and the emergency red lights came on," he explained. Then, gesturing around them at the perfectly functioning security measures, continued, "We assumed that this room has another personal generator but we don't have time to strip the nearby rooms to find it. If they destroyed the base's main power source already then we need to leave, sir. We can't afford to stay."

Rook disagreed — _strongly _— but he nodded along regardless. His gaze flicked along the faint outline of the force field, doing anything to avoid lingering on Ben. "Thank you for informing me. If we are to do this in a timely manner then we need to—"

A horrible tearing sound came from the other side of the wall and, with a crash, Kevin was sent flying into the room. He hit the shield with a grunt that immediately turned into a scream as the dome lit up with electricity, shocking him with such a light show that it hurt to look at. Rook could only imagine how agonizing it was to experience first-hand.

As soon as Kevin hit the ground, his steel coating filled with holes and smoking, Rook was at his side. The metal he'd absorbed had taken most of the damage but, as it fell away with Kevin's weakened state, it was clear that he hadn't made it completely unscathed. There were tears in his clothing, bruises underneath them already purpling. He looked exhausted and drained — as though it was a physical effort to keep his eyes open. A thin line of blood crept from the corner of his mouth and down his chin. With a grimace, Kevin wiped it away and tried to sit up.

Even though he helped his friend steady himself, Rook's next words weren't kind. Kevin wouldn't have wanted them to be. "What is wrong?" He asked, jerking his head toward the whole that Kevin came from. They had to be quick. Diavik would be joining them soon. "Is he really too much for you?"

Kevin scowled, brushing Rook's hands away. He grimaced through a wince of pain, pressing a hand over his chest where something was probably bruised or broken. "No, he's not. It's just that no matter what I absorb, he can get rid of it. What's the point?"

Quite the dilemma, to be sure. Rook glanced at the door. He figured that Diavik wasn't joining them yet because he didn't want to risk touching the force field in the heat of a fight. His unwillingness to enter the room would be yet another roadblock for them.

"We will need to find a loop-hole in his abilities," Rook said finally, risking a look over at Ben. Kevin hadn't even twitched his head in the hero's direction, but Rook knew that he had to feel the way that Ben's gaze was drilling into his back. "You absorb matter, which he can get rid of, but I do not think that he can kill you outright. If he could manipulate life energy, he would have slaughtered us all by now."

Something clicked. Kevin straightened up, an odd look on his face. "No, life energy's just mana, which is already what he's messing with. And I'm no Anodite, but Gwendolyn's explained a thing or two. It's not the _type _of energy he's manipulating, it's the _amount_. Which means that all I have to do is overload him." He staggered to his feet. Rook helped him up, a hand on Kevin's back to support him, and he felt something warm and sticky.

Alarmed, Rook pulled his hand back to see that his glove was tainted red with blood. He finally took notice of the bloody mess underneath Kevin's shirt, staining the black fabric darker and oozing down toward his pants. It was no wonder that Ben had been staring at him so intently.

"Are you certain that you are in any condition to do this?" Asked Rook. He didn't know what Kevin was going to do in the first place but he knew that it likely wasn't going to be easy on his body. Before Kevin had answered, Rook had already decided that he wasn't going to argue or try to stop him. He was hyper-aware of Ben's presence behind him and knew that too much was relying on the mission being successful.

"I'm the only one who can," Kevin replied with a dismissive shrug. He took a shaky step forward. "You might want to step back. I've only really practiced this a few times. I don't want to end up hurting you." He made a gesture like he was parting a wave in front of him.

Rook stepped back, noticing that the Petrosapien soldiers were either pressed up against the wall or had left the room entirely. Likely, to handle some other minor details that Rook wasn't capable of paying attention to at the moment.

"Okay." Kevin took a deep breath, closing his eyes. "Here goes everything."

When his eyes opened again, they were no longer Kevin's. Black rings encircled them, the sclera burning red while the pupils narrowed into dark slits. His skin turned grey and his expression morphed into one of pain as Kevin began to _grow_. Darkened lips pulled back into a grimace, revealing row after row of sharpened, yellowed teeth. A crest sprouted from his forehead, zig-zagging into points that crackled with electricity.

He shot past seven feet, then eight, until he towered above Rook at easily ten feet tall. His body grew proportionally at first, but Kevin's anatomy soon stopped making any logical sense. Tendrils of his hair grew long enough to brush his knees and thick plugs formed on the end and thrashed, as though having a mind of their own. His chest swelled with muscle, growing fur and rocks.

One arm grew massively oversized, with fingers so large that Kevin could have crushed his own head like a grape between two of them and the size making it resemble a gorilla dragging its knuckles. The other arm, at least, had a defined elbow but it was made of dusty red and grey rocks.

Two more arms sprouted from underneath the first, bubbling masses that burst free from the skin and caused Kevin to grit his teeth against the agonizing onslaught. One was stumpy and awkward, though the claws tipping his three fingers could have shredded steel like it was skin. The second additional arm was far skinnier but longer, three-pointed fingers with razor-like claws that reached over twice the distance as the other hand.

Kevin's pants tore below the knee as his growth ripped the fabric off, though by that point, his knees were pointed and perpetually bent as though he was in a crouch. His bones cracked audibly as his shins had to bend backward. An exoskeleton replaced the skin, leaving Kevin with an unmistakable pair of grasshopper legs.

In an unsightly display not unlike what happened to his arms, Kevin's back arched painfully as twin mismatching wings forced their way out. One resembled something like a fairy's out of a storybook, while the second would have been more at home in the Triassic period than in space.

Rook could have easily summarized it with a few words: Kevin was a monster.

That didn't stop the _thing _with Kevin's face from grinning as the transformation completed and it finally stopped howling from the torment. It didn't say anything. With one mighty push of its powerful legs, the beast went sailing through the wall where Kevin had come from a minute prior. The hole that _it _left was twice as large. Even as it pounded after Diavik, its maniacal, echoing laughter rattled around Rook's head.

_Brallada_. What had he just witnessed?

Behind him, Ben was making noises of distress. With the gag in place, he couldn't say much of anything, but he had started up the first genuine attempts to claw out of his binds that Rook had witnessed him doing. It was hopelessly ineffective. Unsure what to think or say or do, Rook stood quietly and watched as Ben thrashed back and forth and panted with exertion over the effort of trying to force himself to somehow reach the shackles. There was something animalistic about the display. Rook had never witnessed such fierce desperation before. He knew, instinctively, that nothing he could say would calm Ben down or convince him to stop. So, with guilt clenching painfully in his gut, Rook pursed his lips and watched. _Like a coward. _

And then the front wall exploded.

There was barely any time to duck. Bits of metal rained down upon everyone, debris and dust flying as fire sparked and quickly died with nothing to spread to. Rook desperately tried to rub the grit from his eyes, needing to see what had happened. He was knocked to the ground when the force field began to spark uncontrollably. The tiny bits of the wall constantly bouncing off of it had caused it to go from a see-through bubble to a deep, angry shade of blue as electricity bounced as wildly as a storm. His fur was standing on end but Rook managed to get his Proto-Tool converted to a shield before any of the bolts could smack into him. They made his defense quake, sending shakes up his arms and down his spine hard enough to make Rook's teeth ache.

From the smoke still blocking the view of what had been the wall, _it _came back. The monster was cackling, a truly depraved look in its red eyes. The arm that had been transformed into rock was outstretched, focused on manipulating the gravity around the flailing figure of Diavik. The man was being swung around too fast for Rook to get a good look at him but his screams said plenty about how much damage had already been done. Rook winced, still slumped on the ground, as Diavik was slammed into the ceiling and floor, ceiling and floor, back and forth like a bouncing ball as the beast slowly flapped its enormous wings and moved further into the room.

Then Diavik hit the force field and everything stopped.

For a moment, anyway. The static in the room died down almost immediately as the force field flickered and dropped. If the monster noticed this, then it ignored the change. It continued to screech in delight and slam Diavik around like a rag doll. The man was electrocuted with a powerful blast from the thing's horns and sent through another wall with a powerful kick. _It _followed close behind, leaving the room deathly still.

At first, Ben didn't seem to know how to react. For all that he had been struggling to get out of his confinement, he didn't seem particularly excited. Exactly the opposite, actually. He looked pale and his pupils were nearly pin-pricks, unable to tear away from what used to be Kevin as it flew from the room.

Rook was the one who ended up utilizing his newfound access. He turned to the soldiers first, waving them away. "Leave!" He shouted, impatient, and they were all far too eager to comply. He couldn't blame them. A part of Rook was grappling with the concept of killing that _thing _before it could hurt anyone else in its impulse rage, but the bigger part of him was incapable of connecting the beast to Kevin.

Before he did anything else, Rook was at Ben's side. His friend only seemed to notice that he was there when Rook touched the shackles. Thankfully, they didn't electrocute him. Ben made a sound behind his gag that was probably meant to be something like, _"Why are you taking so long?"_

If it had been the happy reunion that Rook would have liked, he might have rolled his eyes and playfully told Ben to be patient. The sounds of smashing behind him reminded Rook that his timing couldn't be worse.

"It might be hot and a little uncomfortable, but I will have to cut these shackles loose," Rook explained as he reached for his Proto-Tool. Like he had done so many weeks prior, for the simple task of opening a container, he adjusted the settings of his blaster until he was holding a laser. "Do not squirm. Try to hold as still as possible, Ben." A nod. It would have to do. Rook took careful aim and pulled the trigger.

Ben made a noise of distress, probably due to the heat radiating against his wrist through the weakening shackles. It was only the one sound though, as he dug his nails into his palms and glared determinedly at the ceiling while Rook worked. It didn't take long. The biggest concern was cutting right through Ben's bone and causing his skin to boil, but other than some redness and burns, it looked fine when Rook cut half of the shackle off and slipped Ben's right wrist out. At the very least, it wasn't bleeding, so it wasn't a third-degree burn. Rook wasn't qualified enough to treat something like that.

He assumed that the second wrist would go faster, but Rook didn't get the chance. As soon as his hand was free, Ben ripped the face-hugging gag off and took a heaving breath of air. Right after that, the three IVs in his arm were torn out. Other than a wince, Ben didn't seem to care about how much he was bleeding. Panting, the hero stared blankly at Rook as he let himself relax for what looked like the first time in days. Ben licked his lips, rolled his jaw experimentally, and let his head fall back and his eyes close. He looked exhausted.

That only lasted for a moment. Almost as soon as he'd slumped down, Ben was straightening. His hand went to the Omnitrix. One of Murowa's energy-harnessing devices was strapped to his wrist. It was removed, violently torn right out of the popped-up Omnitrix core. The Galvan device looked remarkably fine, but Rook couldn't say the same for the splintered remains of Murowa's doomsday bringer.

"Ben, are you—?" Rook tried, concerned, but Ben wasn't listening.

Without even bothered to select something, Ben slammed down on the Omnitrix and bathed the room around them in a glowing green light.

The shackles were ripped apart by the transformation. More than that, the table itself collapsed under the weight of Ben's new form. Gravattack, as the hero had dubbed that particular alien, stood where a human had been a moment prior. Rook had never thought of that specific form as being intimidating — Ben often got cocky as Gravattack and, by default, made a lot of jokes. Even so, Rook had never seen Gravattack look so serious.

His beady eyes narrowed and the alien reached out a hand that looked identical to one that the beast possessed. By that point, they were the only two in the room, but that didn't last. Gravattack focused on the sound of thudding that came from an adjacent room and, with one smooth yank of his hand, the monster came crashing through the wall with such force that it startled Rook. With the monstrosity, of course, came Diavik. He had stopped screaming a while ago, his body limp. Rook doubted that he was still alive.

Both were deposited, none too gently, on the ground with a sharp, ringing clang. The monster, undeterred, completely ignored Gravattack and instead turned again to Diavik. It kicked the man hard enough to make Rook wince, sending him skidding along the floor of the room and hitting the wall with a sticky splat. Pugnavores, apparently, bled green. And they bled a lot. Rook wanted to check Diavik's pulse, but instead, he pointed his Proto-Tool to the monster. It had to be stopped while it was still only focused on destroying _one _person.

Sure enough, it went after Diavik's body, fist pulled back to deliver a bone-crushing punch. It swung but the hit never landed.

Moving faster than an alien that size had any right to, Gravattack was suddenly in front of the monster. Hand held out, he caught the thrown fist with visible effort. It probably wasn't helped by the fact that the beast was pushing back against him with clenched teeth, desperately trying to finish the hit.

"_Kevin_," Gravattack said in that craggy voice of his. Despite the look on his face, he was deathly quiet. "_You need to stop. He's had enough._"

The monster snarled, all signs of its grin and laughter wiped away. "I_ decide when he's had enough, Tennyson!_" It snapped with a horrible, twisted echo of Kevin's voice. "_Now get out of my way or I'll put _you _through that wall after him! You really think that you can take me?_"

"_Yes_," replied Gravattack immediately. The answer surprised Rook but it took the beast completely out of its element — it couldn't decide between confusion or indignation. "_But I'm not going to. Kevin, you're overreacting. Calm down._"

The sound that it made in response was a cross between a mocking laugh and a shriek of fury. "_Overreacting? Calm down?_" It repeated.

"_Yeah, that's what I said. At least your ears function, even if you aren't listening_," Gravattack said dryly.

Before the monster could threaten him again, the Omnitrix flashed and Ben stood where the imposing alien had a moment before. Even without several thousand pounds of rock and muscle on his side, despite having to crane his neck to make eye contact with his opposition, Ben hardly looked like he cared. His expression remained impassive.

As if to challenge that, the monster snorted, bending down to be at eye-level with Ben. When it snarled, its teeth flashed, pointed like daggers and speckled with green blood. The electric plugs that made up the ends of its snake-like hair began to coil in preparation to strike. "_Really_?" It hissed, nostrils flaring. "_And what makes you think that you'll manage anything useful in this form, _hero?"

"Shut up," Ben retorted impatiently. He jerked his head over to Diavik. "Your head's four times the size it was before but your brain must've shrunk in that thick skull of yours. He's probably _dead_, Kevin. You might've killed a guy. What the hell do you stand to gain by continuing to pound him?"

At the reminder of Diavik's crumpled body, Rook started to inch around the monster (which _wasn't _Kevin, no matter how much Ben didn't want to believe that) to check up on the Pugnavore. He kept his blaster trained on the beast. For the time being, it was calm, but as soon as that changed…

Luckily for Rook, the thing was wholly enthralled with Ben. _Unluckily_ for Rook, it wasn't happy with what he was saying.

It slammed both of its enormous hands into the ground next to Ben, roaring so loudly that the room shook. When its jaws snapped shut, Rook felt his blood run cold. From his position at the back, he couldn't see anything. _Ben_.

"_It's not about what I gain_!" The monster replied. Rook let out the breath he had been holding. "_Why aren't you more upset, Tennyson, huh? Don't you see what that bastard did to you? He _deserves _this!" _

Rook got around to Diavik in time to watch Ben stand up, apparently having fallen down when the monster made the ground shake. He reached up and shoved the thing's massive head away. "Kevin, stop! This isn't how we do things!" He shouted, but it fell on deaf ears.

The hero's left hand was grabbed, pinched almost delicately between two of the monster's massive, blocky fingers. Ben yelped as his arm was pulled, more out of surprise than pain, and he was lifted until his toes were only barely touching the ground.

The blood from his mishap with the IVs, which had been steadily dripping over the watch-face of the Omnitrix and down his fingers, splattered onto Ben's face and across his shirt. He made to wipe it away, disgusted, only for the beast to grab that hand too and hold it out of the way.

"_Look at yourself_," it said, eyes burning with barely-controlled fury. "_Look at what they did to you. And you're telling me that _I'm _the one who needs to stop_?"

Ben clenched his jaw, glaring right back at the thing that could crush his hands with a stray thought. "Right now, Kevin, you're the only one doing anything. What they did— That's for _me_ to worry about. You weren't affected by it. _I _was. If anyone gets to decide who deserves what, it's me. And if you respect me enough to fight for me then you should respect me enough to _stop_. Or else you're just as bad as they are."

From one of his extra limbs, the animal formed an energy whip, as red as his eyes and snapping with electricity. The only reason that it didn't wrap the whip around Ben's neck was that the hero had the good sense to duck before it could, tearing his hands out of its grip in the process. "_You take that back_!" It shrieked, towering over Ben with pupils so thin that they weren't visible anymore.

Until then, Rook had hung back only because he trusted Ben. But when the hero dodged, he had lost his balance and hit the ground, landing hard on his bloodied arm. The reflective hiss of pain that Ben made was lost on the beast, but Rook finally found the sense to squeeze the trigger.

An energy blast hit the creature's blocky arm, drawing a cry from its twisted lips as its attention shifted to the smoldering mark on its shoulder and then, to Rook and the Proto-Tool aimed right between its eyes.

"Rook!" Ben's shout came with an unusual mix of fury, desperation, and concern. "Leave Kevin alone, I can handle him! Kevin, stop it! You're not like this anymore! You're _not _a monster, so stop acting like one, you thick-headed _jackass_!"

He lurched forward, wrapping his arms around the thing's leg in some vain attempt to halt its forward march. The energy whip grazed Rook's fur as he ducked out of the way and with the action went Ben's last shred of patience. He twisted himself around with surprising strength, lashing out with a foot and jamming it right behind the monster's knee. The effect was exactly what one could expect from such thin legs. The beast cried out in pain, crumbling to its knees with a crash.

Quickly, Ben found himself back on his feet, darting forward to stand between Rook and the fallen beast. "Both of you! Listen to me!" He put his hands up as though that was going to stop the mindless animal that he was intent on defending. To Rook, Ben's expression turned pleading. "It's really not as bad as it looks, I swear. He's come out of worse and his control is always getting better. I promised myself that I wouldn't let this happen again. Please, Rook, you gotta let me try."

The vulnerability in Ben's eyes made him uncomfortable. The blood splattered on his face and running down his arm caused Rook's stomach to clench so he turned to the monster instead. It was quiet and still, panting as it looked between the two of them contemplatively. It wasn't following their conversation — Rook had seen enough cornered animals to know when one was weighing its odds.

Swallowing the lump in his throat, Rook raised his Proto-Tool. "Please move, Ben," he said quietly. "That thing is not Kevin. Not anymore. You can see it in its eyes, even if you do not want to admit it." His finger moved to the trigger. "You can look away if you wish. I will not make you watch, but I need to finish this before it does."

Stubborn as always, Ben shook his head. He turned to Rook fully, throwing his hands out to the side and making himself an easy kill for the beast. "No! That's _Kevin_! He's just got too much energy right now!"

Rook didn't lower his blaster. He could feel himself shaking but he didn't blink. His hands remained steady. "Ben," he all but whispered, "that thing just killed someone."

An odd look came over Ben's face — one that Rook didn't understand, nor did he ever want to. "So did Kevin," he said quietly.

Unprepared to digest such a statement, Rook chose instead to ignore it. He was attempting to think of something that could convince Ben to move but never got the chance. Behind his ex-partner, the beast twitched as though to stand up. Ben whirled on it and did the last thing that Rook was expecting — he slapped the thing, open-palmed, right across the face.

Somehow, Rook and the monster had the same expression of shock and disbelief on their faces. It was doubtful that such a hit even hurt the thing, but that wasn't the point. The point was that Ben slapped something that could pulverize him and didn't seem to care.

"I really hate slapping people," Ben grumbled, shaking his hand out. His palm was probably going to bruise after that. "But y'know, I wouldn't have to if you were back to yourself. I could kick your ass any time, Kevin, but it's not exactly a fair fight when you're so out of it that you're trying to kill the guy that you just killed _for_. Or did you forget that?" He wiped the blood off of his cheeks, only succeeding in smearing it everywhere. As if it needed to be emphasized, he pointed to his face. His expression didn't soften but the monster quieted down all the same, staring at Ben intently. "Remember me? Ben Tennyson? I saved the universe about a ka-jillion times." His lips twitched into a faint smile. "You hate when I say that. That's gotta ring a bell, right? C'mon, man. I'm not going to start crying and begging for you to come back like Gwen does. Just try to remember how much you don't want to kill me anymore."

With a roll of his eyes, Rook tightened his grip on the Proto-Tool. If Kevin somehow managed to get a grip, well… it wasn't likely, that was all. After all the worrying and stressing that Rook had done in the course of the last few days — closer to a week now, he thought — he really _didn't _need to see Ben as a red, sticky stain pummeled into the ground.

But that was when the most bizarre thing happened. The animal squinted, as though gazing through dirty water, and groaned. It bent forward and Ben, displaying no hesitation and almost giving Rook a heart-attack in the process, knelt down and rested his hands on its heaving shoulders. Next to the thing, Ben looked far too slight. The week of captivity had not been kind to him. Rook had never once thought of Ben as fragile before, but his wrists hadn't always been that boney and the blood drying on his skin and clothes and in his hair made him look sickly pale. Compared to the hulking form of a monster, Ben looked as insignificant as an insect.

That scared Rook more than anything else he'd seen that day.

He watched, transfixed, as the rocks and blocks covering the beast's arms began to meld back into its skin. Wings and extra limbs retracted, bones snapped into their proper places with a far more human-like scream, and the extra height and muscle mass faded away. To Rook's amazement, in only few moments, Kevin was crouching where a monster had been. His eyes were tired, but not red. The only reminder of what had happened was the scattered remains of Kevin's Plumber suit and the shirt and pants hanging off of him in tatters.

Ben grinned. It was the first smile that Rook had seen on him since he'd been released from his restraints and it was a twisting, bittersweet thing in combination with those sad eyes. He started to say something, but Kevin beat Ben to it.

"Did you mean that?" He wheezed, vocal cords strained. When Ben's only response was to arch an eyebrow, Kevin clarified, "What you said earlier. That I wasn't affected by... what happened to you. Do you really think that?"

"I— no, dude, of course not, it was just— the heat of the moment, y'know—?" Ben bit down on his tongue to keep from continuing. He was quiet for a minute, visibly frustrated as he tangled with his complicated thoughts. "No. I didn't mean it, I just wasn't really thinking. I know you probably had your hands full dealing with Gwen. Bet she freaked out." He snorted, relaxing with a smile. If it was a little bit forced, then no one felt the need to call him out on it. Ben straightened up, offering Kevin his non-bloodied hand. "It's good to see you, Kev."

There was a moment where Kevin's gaze lingered on Ben's injuries, soaking in every bruise and cut. If he was upset on behalf of his friend, he didn't show it. An easy smile came to his face and he took Ben's hand gratefully, letting himself be pulled to his feet. As soon as he was up, Kevin more-or-less dragged Ben into a hug.

It was a little awkward to watch. They clearly had very little experience in hugging each other, but Kevin eventually found an angle that worked for their heights and Ben managed to get his skinny arms comfortable around his friend's shoulders.

"Missed ya, man," Kevin muttered, almost unwilling to admit it. He patted Ben on the back once and pulled away from the embrace. Even that seemed a tad reluctant.

They weren't free yet, but even so, Ben was a lot more relaxed with Kevin back to normal. He said nothing, only grinning wider and practically buzzing with glee. All of that faded when Ben turned and remembered that Rook was also there.

The last time they'd spoken, it hadn't exactly gone poorly, but Rook knew that he still had a lot to say and apologize for. More, even, now that he had plenty of time away from Ben to think long and hard about their relationship and what had happened. He got the feeling that Ben had more to add as well, but he hadn't expected the tense atmosphere between them to carry on for so long.

It was frustrating. Rook wished that it was a tangible thing that he could claw and tear, but he was left internally floundering for purchase as he glared unhappily at Ben's feet. Why couldn't he say anything? The words were in his head but as soon as they hit his tongue, he choked on them. Ben wasn't angry at him, but what if Rook said the wrong thing or _didn't_ say the _right_ thing? He hated feeling so uncertain around someone that he used to be close to. Did Ben feel the same, or was he merely wondering what sort of grudge Rook had against the ground?

Their silence was becoming noticeable. Kevin was looking between the both of them with noticeable confusion and Rook felt a stab of guilt when he remembered that he had never told him or Gwendolyn about the fight he'd had with Ben. It had seemed wise at the time, given that they had problems much bigger to be worried about, but now Rook regretted it. He could have used Gwendolyn's advice on what to say or had Kevin punch him in the arm and give that impatient glare that would convince Rook to say something. _Anything_.

After a long pause, Ben finally smiled. It wasn't much, not nearly the grin that he had given Kevin, but it sent Rook's heart pounding. As Ben opened his mouth to speak, he held his breath. It had to be something positive. He wouldn't smile like that if he wasn't ready to forgive Rook, would he?

Whatever Ben was going to tell him, Rook never heard it. The station buckled and jolted, with such a massive tremor that Rook wouldn't have been surprised if all fifteen-miles of the massive structure felt the shock waves. Kevin toppled over, crashing into Rook and taking him down too, while Ben landed flat on his back. With the walls and floor rolling like waves and the millions in machinery going up in flames around them, all Rook could think about was that Ben had yet another bruise, likely a concussion as well if he smacked his head on the floor, and even once he'd technically been "rescued" Rook is _still _a useless partner.

He clenched his teeth against the thought. Pity party later. Rescue _now_.

The shaking went on for only a few seconds, but it knocked out the last of their lighting. And, worryingly, the vents went silent. Rook only noticed because they had been the background noise for so long but the deafening quiet rung in his ears. That was bad. If they didn't have light or oxygen, then...

When Rook went to stand up, he found that he was already off the ground. Not surprising. He had been expecting the artificial gravity to go next but had foolishly hoped that it wouldn't. The gravity was a result of an energy sphere developed by studying the Galilean species — it didn't operate in sections, like the ship's energy and oxygen did, but rather it covered the entirety of the station. If it was down, then they had done a lot more damage to the vessel's core than Rook had been hoping for.

In theory, that was a good thing. It certainly complicated things for anyone on board the ship. Unfortunately, Rook was still on the ship, and so were his friends.

He had zero-gravity training while in the Plumber Academy, but his friends didn't fair as smoothly. Whereas Kevin settled for grabbing the floor to hold himself still, absorbing the steel up to his fingers and using that to help hold on, Ben flailed around for purchase until Kevin reached up and grabbed him by the bottom of his shirt.

Funny. Rook had never liked Ben's old clothes but he stared at his ex-partner and, despite the far more important things for him to be worrying about, craved the sight of that gaudy, green number "10" emblazoned over the chest. At the very least, Ben might have something to stem his bleeding with. Considering that he was wearing a muscle shirt and a pair of shorts, there wasn't much for him to work with.

Rook threw his body weight to the side, propelling himself toward the exit. With the power off, the door had snapped shut with nothing to hold it open. It was a common fail-safe for high-security doors. Thankfully, Kevin had busted plenty of holes in the wall during his rampage so it wasn't a problem.

"Try to angle yourself this way," Rook said, catching himself on a make-shift handhold left behind as a result of all the crashing and bashing. He waved Ben and Kevin over toward his position. "Gravity or no, we must get back to where we left our ship. We should not stay on this base for any longer than necessary."

Ben made a sound that might have been a laugh if it didn't sound so dead. "You're telling me," he muttered. There was a tone in his voice that Rook couldn't place. It wasn't bitterness, exactly, but it made shame curl in his chest all the same.

Digging his heels into the crack he'd made in the floor, Kevin pulled Ben down more to his level. He was, surprisingly, more gentle than Rook would have expected, though Ben still let out a string of unhappy complaints as he was manhandled into a suitable position and shoved toward Rook.

Automatically, he held out a hand for Ben to grab as an anchoring point. He wasn't sure whether the decision to grab him back was conscious or not, but Rook felt like a weight had been lifted off his shoulder as his hand closed around Ben's. He tried not to think much of it, given the desperate situation that they found themselves in, but it was hard to not hope that Ben's small act of trust would be a big part of moving beyond the awkwardness choking their relationship.

None of that was said aloud, of course. Rook pulled Ben close enough that he could grab the remnants of the wall for a handhold and immediately let go. He gestured for Kevin to join them, catching him as well. He spared a glance over at Diavik's corpse, floating off and still oozing green blood that bubbled around it. If Rook touched the body, it would probably still be warm. He didn't, though. He turned away from the corpse and swallowed the bitter sting of regret burning the back of his throat.

"Wherever you guys parked, it's gonna take forever to get there like this," Ben whined. Which was a fair complaint, Rook had to concede. He was anxious about their time as well and he hadn't lost nearly as much blood as Ben had. "Look, I've got plenty of aliens that can fly. Just tell me where and I can get in that direction even easier without gravity pulling me down." He brandished his Omnitrix with a hopeful, almost pleading grin. For some reason, Rook didn't like the idea of saying no.

"Alright," Rook agreed after a moment. "Kevin, you do not have a problem with it, do you?" He waited for the man to shrug before adding, hesitantly, "Ben, are you certain that you are in any condition to be flying? You are already not in an... ideal state, and transformations might make that worse."

Those perfectly reasonable concerns were brushed off with a wave of the hand. "Nah, it'll be fine. My aliens won't heal the injuries that I get as a human. My theory is they don't translate well to an alien body so the Omnitrix doesn't bother in case something heals wrong. But they aren't gonna aggravate anything that I've already got, either. Besides, I know it's a lot of blood, but I'm fine, Rook." To prove this, he prodded his arm where the IVs had been, unflinching at the dark bruises leaving ugly splotches around them, and rapped his knuckles against his head. "See? Perfectly healthy."

Kevin snorted. "Think you might be stretchin' the definition of "perfectly" there, Tennyson. But we might as well get going, so what are you waiting for?"

Though Rook strongly disagreed, he couldn't exactly stop Ben. A moment later, there was a flash of green light made especially blinding by how dark their surroundings were, and a claw curled around Rook's shoulder as Astrodactyl started to pull them forward without a pause.

Knowing how fast that particular alien _could _go, Rook felt worried when he noticed how slowly they were flying. It was definitely an improvement over fumbling for grips in the wall with barely any light to see by, but it really only served to remind Rook that Ben wasn't in any position to be overexerting himself.

Saying that aloud would have only made Ben defensive though, so Rook settled for giving brief directions that Astrodactyl responded to with little clicks and chirs. It wasn't exactly a long flight but knowing that Ben was injured made every second drag on and on.

They came to a gradual stop, which wasn't too easy considering that they had no gravity. Kevin started dragging his hand along the wall and Rook joined him in it, slowing them down enough that hitting the end of the hallway didn't hurt. They'd taken the same way back which meant that there wasn't a door waiting for them, rather a solid wall of peranite. They hadn't had to worry about the platform that had been used to get up two levels since the soldiers they dismissed had lowered them.

When they got to the wall, Rook shrugged Astrodactyl's talons off his shoulder and floated over to inspect it. It looked thicker than he remembered. Which made sense, considering that the soldiers had likely had to lower it and then raise it again. But there was a vacuum on the other side of the door and Rook had no idea if there was a ship close enough for them to jump to, or even if it was one that they could maneuver over for Kevin to safely maneuver into.

So now what?

* * *

**A/N: Kevin can switch back and forth from his human form and mutated form at will in the future episode "Ken 10" from the classic Ben 10. I know that this is a different timeline, but I figured it wasn't too much of a stretch. ****I also think that he'd have better control of his mental state, but… Kevin's new to this and he's also been pretty stressed and he's really furious in this chapter, even if he doesn't show it. I think that he deserved a mini break-down. **

**Then again, that's only a small part of what happened this time around! ****One of our antagonists is already dead! I wonder if that will have far-reaching consequences? **** Will Ben and Rook ever get over their emotional constipation? Maybe once things have calmed down. The rescue mission has grown intensive. What are our heroes to do? Hopefully, something good, because they're running out of time.**

**Chapter Twenty-Seven: **_**The Eleventh Hour**_


	29. The Eleventh Hour

For a moment, Rook considered his options. Not that he had very many but he could make _something_ work. "Ben, does Astrodactyl have space-survivability?" He asked. He couldn't recall ever seeing Ben use that form in a vacuum and didn't want to risk it.

Thankfully, Astrodactyl answered with an affirming squawk. "_You betcha_!" He trilled. Rook trusted that answer not because he thought that Ben had tried it out, but because he knew that the Omnitrix would implement a basic skill set and survival instinct into Ben's head for whichever alien form he took. It would have told him to be afraid of space if it could kill him.

That was something else that Rook had put into the Plumber file about Ben. Hopefully, that little tidbit wasn't exploitable.

"In that case, you can stay. Kevin, could you please lock yourself in a nearby room? We need to have a look outside." Even as Rook said this, he was attaching his pocket helmet and letting his suit fill it with air. Worryingly, there was a noticeable difference between that and the air in the rest of the room. Not a huge change, but the fact that there was one meant that their oxygen was running out around them. They would have to make it fast.

Kevin nodded, though sent a worried look in Ben's direction. "Yeah, alright. Be quick about it, guys. This place gives me the creeps." He touched a hand to the wall, turning his arm into steel, and melded his fingers together to form a crowbar. He managed to force one of the nearby doors open, though Rook didn't look away until it had closed after him again.

That meant that Rook was alone with Ben.

Great.

He glanced at his ex-partner, but ultimately, Rook decided that it would be in bad taste to try and say anything given their current situation. Instead, Rook pointed to the peranite barrier. "Ben, can Astrodactyl's energy beams cut through that? I would like to keep the hole from getting any bigger, else we might not be able to close it."

Ptorbisarians weren't a very expressive species. Astrodactyl's eyes narrowed, which Rook imagined might have been a scrunched-up look of confusion on a human face. His head tilted and the winged alien made a noise somewhere between a growl and a click that Rook was unable to accurately describe. "_And how do you think you're going to close it up after I cut it open?_" He squawked.

...Which was a fair question. Rook shot him a hesitant smile. "I will, um, figure that out when I get to it?" He tried.

That must have been the right thing to say. Even though Rook felt like a moron, Astrodactyl laughed. It sounded a lot harsher than human laughter, with deep rumblings emanating from his throat, but he could tell by the Ptorbisarian's eyes that it wasn't intended to be mocking. Somehow, that helped Rook relax.

"_In that case, you might want to stand back. Wouldn't want to end up cutting you in half, too,_" Astrodactyl instructed. He made a waving gesture with one three-fingered hand, so Rook took the hint and pushed himself off the wall to float behind his friend.

He didn't get a warning, but Astrodactyl started to hum and green light began to pour out of his beak as though it had mass. Transfixed by the bizarre display, Rook nearly jumped in surprise when his beak snapped open and a beam so bright that it hurt to look at hit the peranite wall dead-on. Rook winced, looking away, as Astrodactyl carved a neat hole out of the crystal. He had to go around a few times in order to finally cut through, but when he was finished, the Ptorbisarian merely pushed himself forward and nudged a circular chunk out of the peranite as though it had never been attached at all.

As soon as he did, he almost got his arm sucked out into the vacuum just beyond. Astrodactyl sent himself flying backward with a yelp. Rook took the opportunity to float forward in his place. He braced himself against the peranite slab to peer out into the makeshift hanger.

He knew for a fact that he had left over one-hundred ships in what used to be the bridge, but Rook felt his blood run cold when he realized that there wasn't a single one left. Nothing useful floated in the darkened room beyond. He went as far as to stick his head completely out, twisting to check every corner for a ship that might have gotten lodged in place, but there was nothing. Rook didn't know when he had started, but suddenly he was hyperventilating and his line of sight had narrowed into a tunnel. _No_. No, it couldn't be true. The others wouldn't have left them. There had to be a ship _somewhere_. Ben. He didn't deserve to be stuck here. After all the planning, all that they'd had to endure, there couldn't just be _no way off of the station_.

A clawed hand curled around his ankle and Rook found himself being yanked away from the hole. He was tossed back down the hallway, flipping head over heels again and again as he struggled to right himself. When he finally caught his foot on the ceiling and stopped tumbling through the air, Rook angled his head toward the exit in time to watch Astrodactyl carve a chunk from the steel wall with his claws and meld it over the gaping hole he'd put in the peranite.

When his energy beam died down, leaving a smoking and melted slab of steel over the crystal, Rook finally remembered how to speak. "What…" He shook his head. "Why did you do that, Ben? We need to find a way out of here." The implied part that Rook couldn't bring himself to voice was, '_For you.' _

There was a green flash, but it wasn't Astrodactyl attacking. Instead, a human Ben floated over to Rook with a scowl. "Yeah, thanks for stating the obvious," he snapped. Then, seeing the look on Rook's face, his expression softened. "Look, it was pretty obvious by the way you were acting that there wasn't anything we could use out there. We'll find a way off of this station without getting you sucked out into the void of space, alright? Now that you've actually saved me for once, you don't wanna ruin it by making me haul your butt back in here, do you?"

It was supposed to be a joke but Rook couldn't muster up much of a smile. In the back of his mind, he had a dozen comments about all the times he _had_, as a matter of fact, saved Ben. They didn't get anywhere near being spoken. Something uncomfortable tightened in Rook's throat. He had saved Ben. The Hero of the Universe was alive and relatively unharmed. Exhausted, maybe, but having bags under his eyes wasn't abnormal for Ben.

All things considered, the mission had been a success. So then, why did Rook still feel so _useless_?

When he didn't answer, Ben's expression turned stricken. He reached out a hand, setting it on Rook's shoulder. That simple contact felt like closing a chasm. Ben's other hand hovered uncertainly between them, as though he wanted to set it on Rook's cheek but couldn't figure out why that was, or even if it was a good idea. Maybe it was Rook's imagination, but Ben also looked flushed and his breathing was coming harder than before. If he strained, Rook could swear that he was hearing Ben's heart hammer away in his rib cage.

"Hey," he said in a tone that was far too soft and didn't suit Ben Tennyson at all. "Rook, are you…? Dude, please don't tell me that you're crying. I don't know how to handle it when people cry and there really isn't a reason you should be upset right now at all, considering that _I'm_ the jerk who went and got himself kidnapped without even leaving a voice message—"

He stopped his nervous rambling when Rook finally reached up and grabbed Ben's hand. It had been flailing around while he talked, but Ben went silent as Rook squeezed his hand tightly. He noticed how much bigger his fingers were than Ben's and tried not to think the words "delicate" or "fragile" as he lessened the intensity of his grip.

"Ben," Rook finally managed. He wasn't crying, but his voice wavered as though he was choking down tears. But that would be ridiculous. He had nothing to cry about. Though Rook wasn't sure what he wanted to stay, he started talking anyway. "I was worried about you. You have been kidnapped before, but I was so at a loss. I had no idea what had happened or why and my resources were limited, to say the least. I… for some time, I worried that when I found you, there would not be much left to find."

There was more to say — _so much more _— but Rook couldn't get the words out. He was amazed that he'd gotten that far at all. He waited for Ben to laugh off his concerns, to awkwardly ask why Rook was taking it so seriously and leave their conversation open-ended and painfully unfinished. Instead, Ben let out a shaky breath and his fingers slowly curled around Rook's.

Shocked, he snapped his head up to look Ben in the eyes. The light of the Omnitrix was the only illumination they had and it made Ben's already abnormally green eyes practically glow. The effect was somewhat lost behind the uncharacteristically serious look on his face. Rook had never thought of Ben as someone needing protection before Petropia, but he'd never thought of Ben as _aged _before that moment. He looked simultaneously ten-years-old and ten-thousand.

"I know, Rook," he said quietly. "When I first woke up here, I freaked out pretty bad. Not my finest moment. Until I saw you show up in those vents, I thought that they got everyone else, too. I tired myself out, over and over, just thinking about what could've happened and whether or not you were still—"

His statement was cut off by the rapping of knuckles against steel. Almost sounding bored from the other side of the door, Kevin's muffled voice called, "You two done yet? I don't hear air rushin' anymore, but I don't want to open the door and have my head explode like a squashed grape."

The moment that Ben and Rook had shared was immediately shattered. Even as he started to suggest finishing their conversation later, Rook knew what his friend's answer would be. Ben turned a faint shade of pink in embarrassment, eyes glued to their entwined fingers. He yanked his hands away from Rook as though burned, sending himself floating backward a few feet as a result.

Avoiding looking at Rook, Ben called weakly, "Yeah, it's all good, Kevin! Come out, we've gotta brainstorm another way to get off of this death trap."

As though he had been waiting to hear that, Ben had barely closed his mouth when Kevin's crowbar hand wedged itself between the cracks in the door and yanked it open. When he did, air gushed out. Even with life-support off, Rook had forgotten how much oxygen the hall must have lost when they'd opened themselves up to the vacuum of space. More worryingly, he noticed Ben drift closer and try to subtly take heaving breaths as air brushed over them like a caressing breeze.

Alarmed, Rook started to say something, but Kevin beat him to it. He snorted, though his expression was sympathetic as he put an arm around Ben's shoulder and let himself be used as a support. "Careful, hero. How lame would it be if you died from suffocation? Not even being launched out into space, just your dumbass forgetting that humans need to breathe."

Ben laughed, shaky but sounding relieved. He took several deep breaths before answering, "Can you blame me? I spend so much time as other species that sometimes needing oxygen feels kinda stupid."

They both laughed over that, shooting little jabs at each other. Rook wondered if Ben had noticed that Kevin had his metal fingertips and toes dug into the ground and walls so that they wouldn't float off while Ben was collecting himself. He felt something ugly well in his chest. All of the symptoms lined up. Ben had been suffering from hypoxemia and Rook hadn't noticed because he was more interested in selfishly trying to get his ex-partner to _smile_ at him again.

He had never hated himself before. The sensation of loathing that settled right beneath his skin made Rook want to claw out of his own body. He felt dirty: sickened with himself. What was _wrong _with him?

Nonetheless, he watched Ben's chest rise and fall intently, trying to remember the norm for human heartbeats. When it was at least in an acceptable range, Rook took his helmet off and floated over. "We should call Gwendolyn," he said, reaching for the headset he had managed to keep in place. Kevin's had snapped right off when he'd transformed into that _thing_. "She might know what happened to the other ships. If nothing else, we need to know how many of our own are still on board."

Kevin nodded in agreement and Ben, having forgotten that he'd nearly suffocated, perked right up. "Gwen's here too? What about Tetrax?" Then something occurred to him and his expression darkened. "Rook, I— Conway and Sybil, they tricked me! I only got caught because they betrayed us."

"We know," Rook said with a sympathetic nod. "We have already handled that, Ben. We can fill you in on all that has happened once we are off of this satellite." He turned away from Ben and Kevin both, touching his microphone. "Squad Alpha leader Stone-Cutter requesting a report. Squad Beta, please respond. Furious, Tank, are you receiving?"

There was a long moment where nothing happened. Rook worried that he wasn't going to get a response but then, miraculously, garbled radio static filled the headset. "_This is Squad Beta leader, Furious," _Gwendolyn's voice answered. Despite the poor audio quality, she sounded relieved beyond words. "_Squad Alpha, is there a problem? We've been trying to get in contact for over ten minutes now. Did you fail your objective?" _The mere suggestion left her sounding breathless.

"No, the mission was a success," Rook said with an exhausted grin. It felt good to say that aloud. Whatever else was going on between them, it felt amazing to be able to look at Ben again without shackles constricting him. "We are attempting to leave, but there is a problem. There are no ships where we left them. Do you know why?"

He drifted over to Kevin and Ben, taking the headset off and turning up the volume so that they would both be able to hear Gwendolyn. The looks on their faces said that the effort was appreciated. Rook could only begin to imagine how alone Ben must have felt, how he must have missed them. That was probably the only reason why he hadn't pulled away from Kevin yet, though Ben didn't really need the support.

Gwendolyn groaned, biting back a curse that thankfully came out incomprehensible. "_Yeah, I took most of them. I'm so sorry. We had so many prisoners afterward… and even then, I sensed thousands more. But after Squad Gamma messaged us to let us know that their plan hadn't gone _exactly _perfect, I thought that leaving with what we had was better than risking them by staying. But I know that I left enough ships for you and the others! I don't know what happened to them!" _

That was news to Rook. He hadn't known that anything had gone wrong with Squad Gamma. Although…

"This station must have had a fusion drive," Kevin said, reaching the conclusion before Rook. "It's the only thing big enough to power something _this _goddamn big. If those guys didn't disable it carefully, the resulting power surge would've been enough to completely tear apart the wiring in this place." He let out a low whistle. "Damn. No wonder everything's been breaking down. I'm amazed that we're still in one piece."

Rook grimaced, displeased with himself. He should have known. But of all the details they'd poured over, explaining something so basic, so minute… He hadn't even considered that it would be a factor. The power source being sabotaged must have been what caused the explosion that shook the station. Kevin was right — they were lucky to still be alive.

"The other ships must have either floated out into the vacuum or been piloted out by someone else. Members of Squad Gamma, maybe, or any criminals still on board when the power failed," Rook reasoned. He bit the inside of his cheek unhappily. What other options for escape did they have?

"_It's not a deal-breaker, right?" _Gwendolyn's asked nervously. "_I mean, you can have B— uh, "Dr. ET" fly you out and you and Fast can wear your spacesuits. Coming into atmosphere might be more… "difficult," but Arburian Pelarotas have durable shells! I think it can work." _

Under better circumstances, Rook would have agreed. Considering that Kevin didn't have a spacesuit, a helmet, or even shoes anymore, he didn't see how surviving space would be possible. It would work for Rook, but he knew already that Ben would never agree to leave Kevin behind. Not after everything.

"Don't worry, we'll figure something out… _Furious_," Ben said teasingly. "We'll be seeing you soon. Promise. Just try not to miss me too much until then."

There was a delighted squeal from Gwendolyn that made the speakers crackle. Had they been talking in person, Ben probably would have found himself suffocating again, under the force of his cousin's hug. The happiness in her voice certainly _felt _like a hug. Ben's grin widened, his eyes softening with affection.

"_I'll hold you to that, doofus_," Gwendolyn replied. It sounded like she was going to cry.

Ben chuckled. He looked like he wanted to speak longer but, unfortunately, they really did need to work out a plan. Rook made a "cut it out" motion with his hand that he had learned on Earth. Taking the hint, Ben's smile slipped, but he nodded. All he said was, "Smell you around, dweeb." Looking rather choked-up himself, he turned the headset off and handed it quickly back to Rook.

Even though Rook felt bad about it, they really did need to focus. He glanced between Kevin and Ben tiredly. "So…" He cleared his throat. "I am open to suggestions."

There was quiet for a moment while the three of them thought. Obviously, they couldn't stay on the station. Rook was fairly certain that Murowa and Argyle still wanted Ben for some second, unknown purpose besides planet-wide destruction. They had to, otherwise, why would they have bothered kidnapping him when buying a doomsday weapon with their seemingly infinite reaches of money was so much easier?

"Got it!" Ben snapped his fingers impulsively as he shouted out, startling Kevin and Rook both. Between the three of them, it wasn't surprising that Ben was the one to come up with a plan first. He wasn't their de-facto leader for nothing, after all. "Kevin, what if you just absorb a material that can hold up against re-entry and I can fly us over to Petropia? The ship is resistant to space, so it should work."

Strangely, Rook noticed, Kevin still had his arm around Ben. The two of them normally liked to pretend that they couldn't care less about each other. Seeing them initiating physical contact for so long was a bit weird, though given the circumstances, Rook couldn't exactly blame them. Had his position been reversed with the Osmosian's, he would have been acting the same way.

In response to Ben's suggestion, Kevin shook his head. "It'd keep me from blowing up in a vacuum, yeah, but I still need to breathe. Petropia's way too far for you to manage flying both of us over there before I suffocate."

"Yeah…" With a sigh, Ben deflated. "Well, do you guys know if there's any sort of base or something on the moon? When they were dragging me around everywhere after I first got grabbed—" For emphasis, he made a sort of dragging motion with two hands, "—I woke up once near some windows. They didn't really let me enjoy the view but I'm pretty sure that, unless we moved, we're around one of Petropia's moons. Right?" He looked between his two friends for clarification.

"Good guess," said Rook with an approving nod, "but the moon is still too far. Not only that, but any Petrosapien activity on the surface was frozen a while ago. I doubt that the bases are in any condition to support life. It could be restarted, in theory, but I would not know where to start and I do not have enough oxygen to spare for both of us." He gestured at Kevin.

"Y'know, I'm hearing a lot of criticism, but not a lot of other suggestions," Ben replied shortly. Unlike the last time he'd unwittingly snapped at Rook, he didn't look apologetic about it.

Before either of them could say something about it, Kevin broke the tension. "What about Alien X?" He asked, giving Ben a nudge. It succeeded in getting the hero to look away, which Rook was grateful for. "You've got full control, right? Can't you just snap us out of here?"

Ben thought about it for a moment, grimacing. "I don't think so. See, Bellicus and Serena don't really, uh, deal in "ultimatums." Every time I go back in there, I sorta have to barter with them for full-control of Alien X again. I think they do it because they want an excuse to debate, since I don't really listen to any of the other stuff they want to do." He rolled his eyes.

"What about the last time you used 'em?" Kevin asked with a frown. "I mean, in the Null Void, with the Rooters. You had full-control right after you transformed."

There was an awkward laugh as Ben rubbed the back of his neck. "Oh, man. Is that how you guys saw it? I must've spent, like, an _hour_ convincing Bellicus and Serena to give me control again. They explained it to me once. See, Alien X doesn't really exist in time like normal people do. Like we do. There's just one Alien X. So if I used him right now, and I was also using him in the future, then I'd only have access to Alien X after future me got finished with him. It's not really a problem because of time travel stuff, but it's sorta that… I can spend hours and hours talking inside of Alien X and no time actually passes for you guys unless Bellicus and Serena feel like it." He scoffed. "And they can be jerks about it, too. You know the first time I used Alien X, they kept me there for what felt like _days_. I can't even describe how long I spent yelling myself hoarse at them. But for you and Gwen, only an hour or two actually passed. It's sorta freaky." It looked like he was going to say more, only to cut himself off as he seemingly came back to reality. Ben blinked, looking sheepish. "Anyway, yeah. Sorry about that. Long story short, Alien X isn't an option. I don't think that Bellicus and Serena would see this as enough of an emergency to cooperate with me and I don't wanna leave you guys and myself defenseless."

Rook went quiet, thinking over all that Ben had just explained. He didn't fully grasp most of it. Then again, he would have to be foolish to think himself capable of understanding a nigh-omnipotent being. Hell, Ben _used _Alien X but Rook doubted that he knew too much about the technicalities either.

"Alright. Another option, then," Rook said with a frown. A dim memory tickled the back of his mind. "It might be a bit of a long-shot, but I do remember seeing some escape pods along the outside of the ship. Assuming that they have not already been taken, we should be able to pilot one at least long enough to reenter Petropia's atmosphere."

Kevin snorted. "With the energy grid fried like it is? How're we even gonna be able to get them unhooked from the station?"

"I'll tear it out myself if I have to," Ben stated, "and just nudge you guys toward Petropia. C'mon, Kevin. At least this plan _involves _oxygen. It's not like we've really got time to be picky." He gave his friend a pointed glare.

The look on Kevin's face reminded Rook a lot of how he currently felt. The shame that made it hard to maintain eye-contact and the frustrated scowl because he couldn't figure out _why _he felt that way. It looked like Kevin was about to say something, so Rook beat him to it.

"It is at least worth checking out. If we are lucky, the wires will not be completely fried and we can figure out some way to maintain it. Or, Ben can use Upgrade or Jury Rigg to give us something functional for space travel."

That got a smirk from Ben. It was every bit the typical, over-confident look that Rook was used to seeing, even if it didn't quite reach his eyes. That had to be a sign of improvement, didn't it? "Yeah, well, that depends on if the Omnitrix feels like cooperating. Which it probably won't, but I'll make Ball Weevil work for me if I have to," he said proudly.

"Careful there," Kevin teased, punching Ben in the shoulder. "If your head gets any more inflated, you might start suffocating yourself all over again. Then none of us will get out of here."

It was a joke, so Ben laughed, but Rook could see that it was less than skin-deep.

"I can lead our way there," he offered, pushing past Ben and Kevin to float further along down the hallway. "There is no need to transform into an alien, Ben. We are relatively close by." Rook only added that last part after he heard the tell-tale beep of the Omnitrix activating.

It wasn't that he didn't appreciate Ben wanting to help them move quickly, but Rook knew that any injuries sustained while in human form wouldn't heal if Ben was an alien. Even if Rook didn't understand that facet of the Omnitrix's design, he knew that he wanted Ben to heal, which involved him being human as much as possible.

They gradually pushed themselves along, using the ceiling and walls as hand-holds. There was no conversation, which Rook was fine with. There wasn't anything that he felt like talking about with Kevin around. In truth, he didn't even fully understand what he would say to Ben if they were alone. He had already been told once not to apologize and Rook Blonko was not the type to need to be told something twice. But then, why did an apology feel like it was the only thing that was appropriate?

After passing from one hallway to the next, Rook went and found a room that had a large window with a good view. He managed to pick out where the escape pods were held. Thankfully, the orbiting space station was at an angle that could get sun while also not completely blinding him when he glanced outside.

Because Rook only had a vague idea of where different halls would lead, they ended up stopping quite a few times to reevaluate their position and make adjustments. He noticed Kevin growing impatient, scowling and muttering as he tapped his foot against empty air. More interestingly, Ben was calm. He didn't seem annoyed most of the time, only anxious. Rook would have thought that after so much time spent locked up, Ben would be eager to use his aliens as often as possible, for any reason. And he probably was, but then Rook noticed Ben stretching or idling behind to touch things and thought, ashamed, that Ben was eager to be _moving _at all.

Eventually, all of their searching paid off. The monotonous steel walls ended at a heavy emergency airlock. When they opened it, all three of them having to push it together, cool air came gushing out. The room itself was rather small, about the size of Ben's prison, but very tall. It had platforms that wrapped up and up for six levels, each containing eight escape pods. A lot of it was the same steel as the rest of the station, though most of it was darker and reinforced, made to withstand any sort of accident that might leave it exposed to a frigid vacuum.

"_Shit_," Kevin hissed through clenched teeth as he glanced around rapidly.

Ben echoed that sentiment. "There's no escape pods left," he muttered. Instead of the outrage that Kevin was feeling, his tone sent shivers down Rook's spine. He'd never heard someone sound so cornered and hopeless. Especially not _Ben_.

But he was fine, wasn't he? Ben had been through plenty of nightmarish situations. Their current problem couldn't be any different.

Right?

Rook ignored the doubt niggling in the back of his mind, craning his head to peer up several levels. He couldn't make out everything near the darkened shadows of the ceiling but, if he was lucky, then maybe…

"We should at least check the top," said Rook firmly. He pushed himself off of the door frame, narrowly avoiding smacking into one of the rafters to continue propelling himself up. When had he become the optimistic person of the group? Had he not been busy worrying himself sick, Rook might have been furious with the indignity of it all.

Regardless of whether or not they thought there was a chance of something waiting for them at the top of the room, Ben and Kevin were right behind him. When Rook caught himself on the ceiling, steadying his weightless body with a firm hand, he got a front-row seat to Kevin getting stuck under one of the platforms and Ben busy laughing at him only to smack his own head on the ceiling.

And Rook laughed, too. He probably shouldn't have, but it made Ben smile and then chuckle, until they were both bobbing against the ceiling with the force of their heaving laughter. It felt good. When Kevin finally got unstuck, only to knock his face against one of the hand railings, Rook laughed even harder, long after his sides had started to ache. It was nice to see Ben laughing, his eyes crinkled around the corners but forced open so that he could watch Kevin try again to orient himself only to fail. The last time Rook had seen Ben laugh that hard, he had been crying. Maybe there were tears in his eyes again, but if there were, Rook wasn't worried about the cause being anything other than Kevin struggling not to grin as he glared up at them both, pink-faced with embarrassment.

When they did eventually stop laughing, it was only because Rook had let out a gasp. "There are still escape pods left!" He explained. Pushing himself in that direction, Rook hovered above the metal platform and steadied himself with a hand on the wall. The doors to the escape pods were open, likely something that the station did automatically whenever an emergency situation was detected. He peered inside with visible relief. "And it is easily big enough for three. We will not have oxygen, but it should be enough to last until we can land safely on Petropia. We would die of dehydration before we suffocated."

"How optimistic," Kevin remarked as he finally came to float next to Rook. He rubbed his head gingerly and Ben, right behind the both of them, muffled laughter behind his hand. It earned him a glare from Kevin, though Rook could see that he was also biting back a smile.

Taking a few deep breaths, Ben came to join them and glanced inside the escape pod. "It looks like it's busted. How do you think we're going to get the doors to shut?" Ben asked.

Rook shrugged. At that point, closing a door was the last thing he cared about. "If we have to, one of your aliens should be able to construct something airtight to enclose us. But it should have a manual crank for situations like this, or at least, we can simply pry it shut."

That got a smile from Ben. "I think that "pry" is the wrong word to use with a pushing motion, but I don't know enough about English to correct you."

While Kevin rolled his eyes, Rook felt like a weight had been lifted off of his chest. Even if Ben hadn't said that he forgave Rook, he was making an effort to return to the status quo. That _had _to count for something.

He started to tease Ben right back, maybe with a jab about his reputation in school that Rook had been saving, only to be nudged insistently into the escape pod by Kevin. "To one side, Rook. Chat while we're getting this damn thing shut. I meant it when I said that I don't wanna be here any longer than we've got to be."

Inside, the escape pod was smooth and spherical. Rook was willing to bet that it looked the same on the outside, as well. It was made of a white metal that he couldn't place. There were a few padded seats with straps and buckles in case it was an especially difficult escape. Against the far wall, across from the door, was a console that had a number of buttons and dials to act as limited controls. There was no way to pilot the pod directly. Even if there had been, Rook noticed with a frown that the control panel was sparking and none of the lights were on. It was as broken as everything else in the station.

Floating outside the pod, Ben waited for Kevin and Rook to turn back to him before brandishing the Omnitrix with a half-smirk. "Do you need some help getting the door shut, or do you think you can manage? I could try using Upgrade, but I don't know how well that'll work when there's no functioning circuits for me to meld with."

Kevin felt the threshold for the pod experimentally, absorbing the metal into his fingers. He knelt down, feeling the paper-thin sliver between the door and the floor. That crack, Rook knew, would be gone as soon as the doors shut. For the time being though, Kevin flattened his fingers and curved them up to grab hold. When he pulled with a triumphant grin, the door slid out and was easily pulled to half-way before he stopped.

"No need for any of that. So, is everyone ready? Once this door's shut, we probably won't be able to hear each other," Kevin explained. He shook out his hand, losing the metal covering, and his expression turned stiff. "Also, whatever's got you both up each other's asses, you should work it out now. I am _so _not going to deal with this all the way back to Earth. And I doubt you'll want to get into it around Gwendolyn."

Whereas Rook was more surprised that Kevin had noticed their odd behavior, that wasn't the detail that Ben fixated on. He opened and closed his mouth a few times, gaping, and then turned to glare at Rook. "You mean that you didn't tell them about what happened?" He asked, jabbing an accusing finger towards Rook. "Not telling _me _was bad enough, but _seriously_? I could've been _dead _and you're still keeping those secrets?"

Any progress that Rook might have been making in regaining Ben's trust was gone in an instant. He could tell by the hurt look on the hero's face, right behind his anger, that it would take more than a few snappy one-liners and a smoothie to get Ben to see him the same way again.

"I— I had planned to," Rook protested. "There was never a good time with so much going on. It did not seem— _relevant_. I was going to mention it, as soon as you were safe."

Ben arched an eyebrow. There was a sneer on his face that Rook had never seen him direct at an ally before. It made him feel flushed and hot with shame. "_Safe_?" He echoed, mocking. "Since when do you prioritize me being safe? That's a hell of a lot different than "alive," Rook. You know that this line of work isn't, and never will be, safe."

True, Rook did know that. He couldn't answer Ben's question. He had no idea when he'd started to care about Ben being safe. Alive and healthy? Always. But _safe_? That was something else entirely. If he wanted Ben to be safe, then Rook would have to get him to give up hero work somehow. And that was never going to happen, so why was Rook focusing on idealistic and impossible goals? That wasn't like him at all.

For a brief moment, he was surprised that Ben knew him well enough to comment on that habit. He knew Ben's test scores in third grade, that he used to own a dog despite it having never come up in conversation, that he slept with a teddy bear until he was twelve-years-old. Those neat tid-bits, those fun facts… all useless. He understood then why Ben was so upset with him. He had spent a year lying for the sole purpose of getting close to Ben and earning his trust, and yet...

And yet, still, Rook didn't really _know _Ben at all.

"I have always wanted you to be safe," Rook said instead, lying through his teeth. "We are partners, it is my job to—" He cut himself off. As soon as he had said "partners," Ben's expression had shifted. His brows furrowed like they always did when he was confused or seeing something that he didn't understand, his eyes narrowed as though trying to be angry. Rook didn't need to be an expert in reading human emotions to know that _that _look wasn't a good sign.

Kevin cleared his throat awkwardly but the tension between Ben and Rook didn't dissipate. If anything, it only worsened. "Is there, uh, something that I missed?" He tried, glancing from one of them to the other.

"No," snapped Ben before Rook could even think to answer. "Shut the door, Kevin. Let's just get back to Petropia and put this whole thing behind us."

Doubtful — and rightfully so — Kevin hesitated. He shot Rook a concerned look but, when the Revonnahgander failed to so much as acknowledge him, sighed. "Whatever," he muttered. "Not really any of my business, anyway." He nudged Rook out of the way, a little too gently for Kevin's typical attitude, and paused. Rook wasn't sure what Ben and Kevin silently communicated in their split-second moment of eye contact but, whatever it was, it ended with Ben stepping back as Kevin slid the door shut completely.

On the inside of the door was a manual crank to seal it. Kevin handled that while Rook stared out the small, circular window in the door. Ben didn't look back at him. He was looking down at his watch, seemingly browsing for a good selection, but Rook knew from so long spent watching Ben fiddle with that dial pad that the hero's thoughts were thousands of lightyears away.

Eventually, though, both of them had to stop stalling for time. Rook followed Kevin to take a seat and strap himself in for the ride and, out of his line of sight, there was a flash of green light. Whatever alien Ben ended up going with, it was strong. There was a sharp click and the escape pod rocked, but then they were pushed back and away from the station, untethered.

A gust of cold that had nothing to do with a vacuum rushed over the small window, frosting the glass over. Long, angular black fingers rubbed the ice crystals away and Big Chill's enormous green eyes peered in at them without emotion. Ben must have found what he was looking for because Big Chill ducked out of sight and the pod rocked again as he grappled for a good grip. Once the Necrofriggian had found it, they were propelled forward. Rook could see his impressive wings flicker outside of the window view every time Big Chill gave a powerful flap. And, behind that, he watched the features of the station gradually grow smaller and smaller.

The fact that Ben was unable to hear them inside of the pod was the only thing that pushed Rook to speak. "This feels cruel," he said to Kevin, refusing to look away from the window. "He is flying so slowly. Was it really fair to ask yet another task of him after all he has already been through? I thought that _we _were supposed to be the rescue team, not him."

There wasn't an immediate reply. Truthfully, Rook hadn't expected one at all. But, after a few moments, Kevin surprised him by saying, "No, I get it. I... I sorta feel the same. It feels kind of pathetic, doesn't it? That we need him when he's gone and can't do shit for ourselves when he's around?" Kevin chuckled but there was no humor in it. "It's pretty much my fault, too. We wouldn't've had to waste so much time if I'd just been able to keep my head on straight. Or at least, I wouldn't've torn my damn space suit right off and we wouldn't be being carted around like children."

Rook shook his head, for the first time looking away from the window to gaze at Kevin. He looked almost as tired as Ben did, eyes dull and heavy with exhaustion. "It is because of your... episode that we were able to free Ben at all. If you had not kept Diavik distracted, I doubt that we would have gotten very far out the door with him, assuming that we could get Ben free."

Tearing his eyes away, Kevin snorted. "_"Distracted,"_ huh? Is that what you call it to make yourself feel better, Rook? So you can pretend that I didn't just turn into a monster and brutally murder someone for fun?"

There were a dozen things that Rook should have said. He should have told Kevin that he wasn't a monster, that Diavik had somehow deserved it, that those "brutal" actions had helped them rescue Ben... But all that Rook could manage, even after a minute of struggling, was, "Did you find it fun?"

Kevin flexed his fingers experimentally in his lap. "Yeah," he admitted, not an ounce of hesitation, but pounds of regret. "It was satisfying, y'know? The way I saw it was he... he had it comin' to him for hurting—" He scrunched up his face in distaste. "For hurting what's "mine," I guess. I see things that way when I get... like that. The energy makes me possessive. It makes me want more and more. And the more I want, the more I decide belongs to me, or that I deserve, somehow. Which means that it's mine to take or... kill. When it comes to people, I guess. 's why I keep ending up trying to kill Ben and Gwendolyn when I lose myself like that." Kevin winced, revolted by something deep, deep inside that he'd already accepted was never going away.

There was a shot of pity in Rook's chest but he didn't apologize for trying to kill Kevin after he'd mutated. Based on the way his friend was talking, Rook doubted that Kevin would have exactly been against that. He might have even thanked Rook for it.

"It happens a lot?" He ventured a guess, watching Kevin's expression carefully. "Your Plumber file was never as detailed as Ben's. He must have kept quite a bit hidden for you."

Not all of it, though. Rook knew that Kevin's mutations as a child had led to him attempting to kill Ben repeatedly, ending only after he was locked in the Null Void. He knew that Kevin, six years later, had mutated again and attacked a Plumber training base after Ben lured him there for a coordinated attack. He never knew how those mutations ended up being resolved and used to be curious about what they were actually like, outside of blurry and outdated security camera footage.

At the moment, Rook wished that he'd never seen it. He could have gone his entire life happy without seeing a monster like that.

"More than it should," Kevin answered shortly. "Often enough that I can't figure out why Ben still trusts me. Calls me his best friend, supports the fact that I'm dating his cousin, says that he _misses _having me around..." He chuckled dryly, running a hand over his face. "_Fuck_, Rook. I never did _anything _to deserve all of that."

"No," agreed Rook without needing a moment to think about it. "I suppose that it says a lot about you as a person, then, that after he gave you something you did not deserve, you worked consistently to be the hero that he knew you could be. I think that proving you were worth the second chance has a far more valuable impact than being deserving of his faith from the beginning."

That made Kevin smile. Little more than a twitch of the lips, really, though Rook saw it and relaxed. His situation may not have been quite as dramatic as Kevin's, but Rook knew where he would be if he hadn't heard all the legends of Ben Tennyson's universal exploits. He would still be on Revonnah keeping the Muroids out of the grain silos: living a content, but unhappy life. Whatever else, no matter how much he loved his family and his planet, Rook dreaded the idea of growing old as a farmer with a large family, like his father. He could never be satisfied with that.

Across from him, Kevin stiffened, gaze fixed on something outside the window. "Hey, what's that?"

Rook didn't need him to point to know what Kevin was talking about. Following his line of sight, it was all too easy to spot the only thing on the station that was moving. It was a distance from them by that point but the structure was still enormous. With Ben's pace, their trip to Petropia would still take a while.

As such, even though it was a small detail, Rook quickly picked out what had alarmed Kevin. He squinted, leaning forward in his chair and craning his neck to get a better look. "It is a retrieval hook," he decided after some process of elimination. "They have a variety of uses. Mostly, they are used for anchoring an especially large ship to asteroids or dwarf planets. They can also be outfitted with a claw instead of a hook and be used to retrieve and deposit cargo."

"It can still work with the wiring busted?" Kevin asked, surprised.

"More or less." Rook nodded absently as he tried to remember the finer details from his _Intro to Spaceship Essentials_ course. "I doubt that it can function automatically. Likely, it is operating manually in a similar way that this escape pod can. It would cripple the crew in an emergency if they could not use something as basic as a hook. I imagine that there is a spring-loaded mechanism in place to fire it and a crank for manual retraction."

Kevin shot him an odd look. "You keep saying manual. You know that means that someone's using that _now_, don't you?"

It took all of two seconds for Rook's fumbling, clumsy hands to get his straps off and for him to lurch to his feet, but that was enough.

Cerulean hemolymph splattered against the window as though someone had flicked paint at them. Rook couldn't hear it, but he saw Big Chill thrashing like a pinned insect and could imagine the inhuman shrieks of pain tearing through his throat. The hooked end of the retrieval line was dug into the alien's side, gushing hemolymph at a dizzying pace as Big Chill's wings twitched and seized. With such agony lighting through his body, Rook doubted that Ben even remembered that he could turn intangible, let alone worry about stemming the bleeding.

"_Ben_!" Kevin pounded a fist against the window, absorbing the metal around them before Rook could stop him.

He did, however, manage to catch the Osmoasian's wrist before another slam to the glass could shatter the only thing standing between them and certain death.

Kevin didn't see it that way. He yanked his hand free, glaring hard at Rook. "What are you doing? We need to get out there and help!"

"_How_?" Rook snapped. His throat and eyes both burned. He wondered if he was going to scream or cry. "We have already established that we are useless, Kevin! If we attempt to go out there, we will _die_! Do you honestly think that that is going to do Ben any good _at all_?"

Logic worked long enough that Rook could risk looking away from Kevin to check the view outside the window. He immediately wished that he hadn't. Big Chill had gone still — deathly still, hook still embedded in his abdomen as whoever was handling the crank began to retract it. The tugging couldn't have helped the pain but, for whatever reason, Ben did nothing. He stared with blank eyes, locking gazes with Rook.

Without anything holding onto it, the pod began to drift and tumble through space. Any view that they had of Ben was quickly gone. Rook kept his hand on Kevin's chest, holding him back unnecessarily. When he felt his friend begin to shake, Rook refused to look. Kevin was polite enough to do the same when Rook could no longer gaze out the window and had to bury his face in his hands.

Neither of them spoke. It didn't matter anymore.

They had failed.

* * *

**A/N: More dramatic cliff-hangers! Am I capable of writing anything else? **

**Signs point to no. **

**Jeez, Ben's so used to being an alien around other aliens… But now he's in a predicament as human as it gets. Will he be able to rebound **_**and **_**stop the bad guys? We'll find out soon enough, in our final part of this dramatic tale!**

**Intermission: **_**It Takes Two to Tango**_


	30. III: It Takes Two to Tango

A part of her hadn't been expecting her "plan" to work at all. Tracking the Omnitrix's signal hadn't been difficult, though following it certainly hadn't been easy and figuring out a way to recapture Tennyson had been all but futile. Still, Murowa wasn't the quitting type. And, considering that the corpse of her good friend was floating around Tennyson's holding chamber, she had a _lot _to prove by making him suffer.

From the command area just above the escape pod chamber, she had managed to get the manual retrieval snake functioning. Aiming it hadn't been easy, but she had designed over half of the station herself and she was driven by the sort of anger that was cool as ice until the second that she was provoked.

Of course, thinking that capturing Ben Tennyson would be _simple _was her first mistake. She managed to hook his abdomen, hopefully not killing him, and was in the process of retrieving the Necrofriggian she had captured when, close enough that she could see the splinters in his exoskeleton, he vanished. Like snapping her fingers, he was gone, leaving only a blue smear up the length of the hook.

Murowa felt her brow twitch. Her grip on the manual controls tightened until, like wood, the metal snapped under her crushing fists. Shards of steel dug into her palm but she didn't notice. Even if she had, she wouldn't have cared.

Right. In the heat of the moment, she had forgotten. Necrofriggians could turn intangible. She could catch him by surprise, but after that?

She was so furious that she was no longer angry. It looped right back around. Murowa flexed her bleeding hands, now dripping with a thick, purple goo that was laced with golden flecks. It splattered onto the ruined control console and, for a moment, she found catharsis in pretending that it was red and that Tennyson was screaming. The illusion didn't stay. It was difficult to maintain when she had never heard him scream before. But that little detail would soon be rectified.

Thanks to whatever dolt kept Tennyson's Plumber file updated, Murowa knew plenty about the Omnitrix. Her attack wouldn't kill Tennyson. As a Necrofriggian, he could heal enough to not bleed out as soon as he was forcibly reverted to human form. It was a safety measure, Murowa thought, in order to help preserve the user's original form. Staying as a different alien while greatly injured or while the Omnitrix was low on energy would only increase the risk of DNA mutations. And Azmuth, Great Thinker that the overblown pipsqueak thought that he was, would _never _want to risk the life of his trained pet.

Usually, that worked to Murowa's benefit. But then again, "usually" her situation wasn't so _inconvenient_.

She glanced idly back out the window as she began removing the metal shards from her small hands. The escape pod that held Tennyson's friends was still there. She could kidnap them. It would be easy. They could be useful in forcing Tennyson to submit to her, if she showed him the charred body of one friend and offered the chance to save another. Her thoughts flashed to Diavik and Murowa's wince had nothing to do with the metal she had just plucked from her flesh.

No. Dozens before her had tried it and dozens more no doubt would repeat that mistake. Tennyson was stronger with his friends around, regardless of how many cages they were locked in or how many precautions Murowa took. Hadn't their attack proved that? It was impressively coordinated and carried-out. She had barely managed to initiate the emergency shut down to spare the rest of the ship's wiring before being called on for escaping prisoners and then that her _main _prisoner had been released. It was a catastrophe, not helped by the cowards she had hired to help man the station taking any and every opportunity to run.

It was better, Murowa thought, for Tennyson's friends to be as far away from him as possible. There was no doubt still soldiers left on the ship. He was the type to try banding together for some last-ditch attack, which was all well-and-good, unless Murowa managed to get the station somewhere that would render Tennyson and the others effectively stranded.

There was an emergency release switch for all of the escape pods. Murowa pulled it and watched several empty and open containers drift off into the vacuum. The room below, where they were housed, was no doubt devoid of oxygen and heat. Good. She wouldn't be abandoning ship anytime soon. And, thanks to her, neither would anyone else.

From _that_ section of the ship, at least. She would have to ditch the other escape pods while Tennyson was still weakened and in the process of staving off death.

As much as she didn't want to, Murowa knew that she would have to talk to Argyle at some point. They had to reach a decision about what to do now that, in all likelihood, the Plumbers would be prioritizing their capture. She suspected that Ben Tennyson's by-the-books partner had held off on reporting them because there was no solid, concrete evidence, but the witness testimonies of a few thousand prisoners ought to be enough. It wasn't as though Murowa had worn a mask around them — not when they were slated for death anyway.

The ship's internal communications were busted but, luckily, Murowa had a small communicator on her wrist that would do the job just fine. She called for Argyle and waited for the signal to be picked up.

On the direct other side of the ship, she knew that Argyle, most probably, had not felt any effects from the fighting. He would know about it, certainly. The man prided himself on the sheer amount of cameras and microphones that he could cram into any given area. But he wouldn't step in. Why would he? It wasn't as though he _cared_. All of this was, for him, nothing but the end of a slippery slope. Either he would fall off the edge or push on to the next limit.

Frankly, Murowa didn't give a damn about his philosophical babble. All she wanted was Ben Tennyson tied down in her lab. Was that _really _so difficult?

"Argyle," she said as soon as he answered. It had taken ages for him to get around to it — likely, he had been turning the artificial gravity back on. She could feel the shift in pressure on her wings and handled it with a faint twitch. It had been her hope that turning it off in the middle of the chaos would disorient their enemies further, as it was powered independently of the main energy source of the station, but no such luck. "We need a plan."

He snorted — as though her asking for his thoughts was somehow an insult. "_A plan? For what? I'd think that retreat would be the logical option, seeing as how you went and lost our doomsday weapon." _

Murowa bristled. "_Me_? You think that _I_—?" She cut herself off.

She had forgotten again. _Diavik _was the one assigned to watch Tennyson. It wasn't as though he could manage the ship, like Murowa, or command the mercenaries, like Argyle. He was a sleazy entrepreneur who had been drifting from planet-to-planet when she proposed this business offer to him years before. He had been selling knock-offs and hoaxes to anyone willing to give him a copper coin, using the profits to pay for his travels while he fed off of the low-brow drama found in bars and back-alleys.

When she closed her eyes, she could still see the smile on his face when their "business," illegal and morally bankrupt though it was, finally began to pay off. He had come to her wearing a suit made of Ziboson leather, some of the finest in the galaxy, and offering a simple bracelet that he'd fashioned to fit her small wrist. He had made the mold for it himself.

"It doesn't matter how Tennyson got out," Murowa said finally, forcing herself from her thoughts. "The fact is that he's out and on the ship somewhere. We could have already been out of this system if you hadn't wasted my time by forcing me to make the Omnitrix into a flashy, useless weapon in the first place!"

He scowled up at her from the little screen. "_Always so over-dramatic. I hardly "forced" you to do anything. It was your agreed compensation for my help in capturing Tennyson in the first place."_

Though Murowa had to begrudgingly acknowledge that he had a point, she still rolled her eyes. "Oh, yes. I'm sure that convincing those boneheaded soldiers of yours to attack a small base was quite difficult for you, Argyle. But that doesn't mean that I was alright with you tacking on more things to your demand! I can make a doomsday weapon from a device that powerful easily, but I _don't _see why we had to "test it" by killing those politicians when we could have done the whole planet in at once and been finished with it!"

She knew that Argyle had anger issues. They both did. But he, especially, didn't like to have to justify his actions. He narrowed his eyes. "_It doesn't matter if you understand it or not. That was my payment. By destroying Central and anyone of Petropia who has meaningful influence, the planet is crippled. That also proves that we can do it to any other planets we come across,"_ he explained as though speaking to a child.

The world-conqueror delusion of his was one that she had heard before. In a month, he would probably move on to drug-dealing or money-laundering. Murowa shook her head. "Rule an alien world as an iron-fisted dictator? I thought that the whole reason you were running from Petropia was because you can't handle hard work."

"_Is it really running if we don't leave anything to run from?"_ Argyle asked with a dismissive wave of the hand. "_Don't tell me that you wouldn't enjoy it. A planet-full of helpless subjects? You could make incredible strives in your research with access like that." _

Murowa knew that she couldn't refute that so she didn't try. Instead, she said, "None of this answers the original point of my call. The engine still functions, to an extent. We can't use the FTL drive, but we should be able to reach a repair station if we can decide on a direction that we should travel."

Unlike Diavik, Argyle didn't care enough to poke and prod until she admitted the things that she would only ever acknowledge in her head. In some ways, she appreciated that about him. In others, she knew that there would be many nights in the future where she longed for Diavik's insufferable meddling.

"_We already have a course plotted for Andromeda," _Argyle said with a shrug. "_Does it matter? There will be plenty of repair stations along the way. We can stop as soon as we come across one." _

"Is that smart?" Murowa shot back, having known even before she called what his answer would be. "We have Tennyson on board still. I don't doubt that the Plumbers will be on their way in full-force. If not because of the countless laws we've broken, then to recover their little super weapon. I don't think it would be wise to lead them to our next goal."

Argyle made a face. "_We can lose them in between galaxies. Does it really matter? They won't be able to leave the Milky Way defenseless and Andromeda is twice the size of this galaxy. By the time they find us, the human will be long-dead of old age and we'll have everything that we could ever want." _

That was the logical thought process. However, it was only useful against logical creatures. "You are assuming that his friends will not happily waste away trying to save him," Murowa muttered.

He smirked faintly. "_Let them. They're made of flesh and blood. They're weak. All we have to do is outlive them and this is no longer a problem." _

Experimentally, Murowa flexed her still-bleeding hand. Her fingers twitched. Blood with the consistency of pahoehoe dribbled onto the ground, evaporating as soon as it made contact. Steam was beginning to clog her small control room. She ought to do something about that.

"I suppose it will give me plenty of time to hunt Tennyson down," she conceded. It took a moment of focus, so she stayed quiet as she watched the deep cuts in her lavender skin stitch themselves shut. There was no sign left behind that she had been hurt in the slightest. "Fine. I'll set a course for Andromeda."

That could have been the end of their conversation, but Argyle arched an eyebrow. Or, the Petrosapien equivalent. _"And Tennyson? Will you take him dead, or…?" _

It was tempting. If she agreed to take Tennyson dead, Argyle would probably help her hunt him and there was a lot of ship to cover. But then everything they did would be for nothing. "Alive," she answered. "Mostly, at least. Heart pumping, lungs breathing, basic brain activity… Everything else is optional."

For a brief moment, it looked like Argyle had smiled. But then he smoothed his expression over and the moment had passed. "_Good luck,"_ he said, and it almost sounded genuine. "_I'll leave him to you. Alive or not, make sure that he suffers. For Diavik._"

Something unpleasant tightened in her throat. Murowa didn't trust herself to speak so she nodded and ended the call. Just like that. If only stopping her runaway thoughts was as easy as hitting a button.

She switched her watch to a basic, cramped blueprint of the sections of the ship close to her. The Omnitrix's signal blinked steadily for a few moments before cutting off. Unfortunate, but not unexpected. She had gathered enough on his position to be able to track down a single human. He wouldn't last long without food, fresh oxygen, or heat.

Letting out a slow breath, Murowa lowered her arm and started toward the door. "For Diavik," she echoed, and she was off.

* * *

**Woah, Act Three: **_**Part One**_ **is done! I am so ridiculously proud of myself right now, you guys have no idea. **

**Anyway, our story marches onward! **_**Part Two**_ **is finally going to tie this story together in a neat, little bow.**

**Chapter Twenty-Eight: **_**No Pain, No Gain**_


	31. No Pain, No Gain

**A/N: Welcome to Act 3, Part 2! After this, we've got an epilogue and then a Rook/Ben twoshot. Then we're done! I mean it for real this time. Also, warnings for gore in this chapter. I don't think it counts as body horror, but I might have gotten carried away with the descriptions, so be aware.**

**I've been making a lot of progress with this fic in recently and I'm happy to say that I've almost reached the end. I have two more chapters and the epilogue to write, giving us a grand total of forty-five chapters. This fic will conclude in April of this year with the epilogue. I hope to see all of you there!**

* * *

**Calm down.**

It didn't exactly help, considering that Ben found himself in the void of space, but he took a deep breath with Big Chill's frigid lungs anyway. The reflex soothed the part of his mind that was still human. As for the rest of it…

**Severe injury. Blood loss is a life-threatening risk. Fix it. **

A very straight-forward idea, Ben thought, but he was having difficulty focusing on how he was supposed to "fix" anything when there was a hole in his abdomen and a hook curling up against the inside of his exoskeleton. It was tempting to panic, but he didn't want to move and risking tearing something important. He wanted to flap his wings, if only to keep the pressure off of his stomach as he was dragged back toward the station, but the action made his back muscles shriek in protest.

As much as he hated to go back to it after being so close to escaping, Ben knew instinctively that he wouldn't make it if he tried to leave. The Omnitrix could only do so much for him. It was glowing brighter than he'd ever seen it with the effort of delaying a timeout. The energy might have actually burned, had Big Chill not been fire-resistant.

**One step at a time. Locate a safe area to recuperate. **

The instinctive thoughts came easier than his normal ones as a Necrofriggian. No other alien made Ben feel so calm, to the point that it worried him sometimes. Big Chill's species had instincts so strong that they came almost like a second voice or a different person in his head. He understood, as a Necrofriggian, that it was an evolutionary advantage.

**All for the betterment of the younglings. **

But that wasn't Ben's main concern, even if the thought of future generations made something unfamiliar swell in his chest. Getting side-tracked while impaled wasn't exactly his smartest move. He could picture Kevin rolling his eyes from inside that escape pod.

**They are safer further away. Self-preservation must be prioritized now.**

On the plus side, distracting himself had kept Ben calm. He needed to let himself get closer to the ship before…

The Omnitrix crackled, sending electricity racing down the length of his spine. Big Chill winced, bringing one sleek, clawed hand up to the messy hole in his chitin. Necrofriggians didn't have advanced healing. And especially not while he still had the thing inside of him.

He understood, vaguely, what his intestines were like. The blow hadn't punctured one of his hearts, but Ben was more worried about how the injury would translate to a human body. If he had been injured as Swampfire or Diamondhead, it would heal itself. But Ben knew that switching forms wouldn't heal him. It was all he could do to stay as Big Chill.

**The station. Temporary safety. Heal. **

Even his thoughts were beginning to grow short and sporadic. Ben might have been worried if he had the strength to spare.

His hexagonal eyes flickered toward the station. Yes. He would need somewhere better than the vacuum of space to heal. A human wouldn't survive more than a few seconds in a void. Just his luck, as whoever had shot him was pulling him closer to the hulking structure. Ben at least had sense enough to remember how timing worked. A few more feet, maybe, and…

_**Now. **_

Intangibility washed over his body. It was the only time that Ben ever felt cold as Big Chill, with reality slipping through his fingers without so much as a flutter or wrinkle. He choked on the agony of forcing himself to expend more energy but managed, clenching his jaw tight against the scream building in his chest. It took a monumental amount of effort to flap his wings, fire licking down his spine and scorching every nerve.

Miraculously, when the intangibility gave out, Ben found himself inside the station. He had no idea what room it was, eyes picking up walls and a ceiling just before his body collapsed to the ground. Necrofriggians didn't sweat, but Ben could feel himself shaking with exertion. His hands were trembling so badly that he was amazed they would still move when he wanted them to. Reaching for that cold between his lungs, trying to will it out as a sputtering breath, ached dull and deep. The sort of pain that didn't necessarily hurt, but left Ben wanting to claw himself out of his own skin for the persistence of it.

**Needle. Stitches. Fix. **_**Heal**_**.**

Human concepts, maybe, but Ben had the feeling that his Necrofriggian instincts were more concerned that he stay alive than how they felt about medical procedures.

He had never tried to make something so delicate before. The lack of energy seemed to help him though, as Ben placed a finger near his mouth and, struggling not to wheeze, very carefully exhaled. As he did, he pulled his hand back and was faintly relieved to watch a thin tendril of frost go with it. They would melt, eventually, but Ben could make the ice dense enough that hopefully his human body would clot the wound before then and it wouldn't be an issue.

He tried not to consider that the wound was too deep for surface-level stitches and he was going to have to bleed out slowly while his intestines squelched out onto the steel floor.

Once he no longer had the breath to produce ice, trembling and panting, Ben tapered off the end to a point so exact that it was near invisible. That was all that he could force out of himself. He slumped, barely able to keep his eyes open through the prickling agony, and a wave of green light washed over him.

As expected, melding the lithe form of a Necrofriggian back into a human didn't do wonders for improving that injury. If anything, it only made Ben feel worse. His vision swam, normal human eyes seeing in doubles and then triples as he swallowed the urge to vomit. He folded over himself, clutching the bleeding wound in his side.

"_Fuck_," Ben hissed, swallowing pained tears, because nothing else seemed appropriate. At least the gravity was somehow back on. Big Chill hadn't been affected by it one way or the other, but as a human, the change was noticed.

Carefully, Ben managed to fall backward instead of forward. He knew that if he let himself collapse or relax for even a moment, he would slip into unconsciousness. As tempting as it was, he knew that doing so would practically be a death sentence. He had locked the injury into his human form, grafting it over his actual skin and flesh. No matter what he turned into, the extent of the injury would be the same. Which meant that it had to be taken care of while he still had enough of his wits to remember how.

It would have been nice to have a heavy voice in the back of his mind telling him what to do, but that sort of evolutionary crutch only came with Necrofriggians. As a human, Ben was painfully alone.

First things first, his shirt was removed. It wasn't easy with the fabric sticky and heavy with his blood, but Ben managed to wrestle it off without aggravating his side too much and set it aside to help stem the bleeding. He felt around with one hand for the needle that Big Chill had made. Ben knew when his fingers brushed it not because it felt cold, but because his hand almost immediately went numb. Hopefully, that meant that stitching his side up wouldn't hurt too much. The biggest problem was that his hands were shaking and it was hard to get a steady grip with his fingers caked in blood and sweat, but Ben only had two hands so he would have to make due.

Through the sharp, stabbing ache in his side, Ben tried to force himself to focus on the technical side of his injury. He had to know how bad the injury was before he could fix it.

Thinking step-by-step helped. Hopefully, he would be able to keep it up.

Fingers skittering anxiously down his side, Ben felt his breath catch as he felt the sheer size of the injury. It wasn't all that wide, or even too long. It might have been worse on Big Chill, but his injuries scaled with his size. Maybe he would have been grateful had it not been for the fact that there was a _hole in his body_. It was deep. Deep enough that Ben felt sick as he hesitantly pressed his fingers into his side. He pulled his hand back as though burned as soon as he felt something familiar.

Ben had helped his dad grill steaks before. He knew what fat felt like.

Any blood still in the upper half of his body drained from his face. The cut was deep enough that he could feel fat. And further than that would be muscle. But, beneath that… Ben didn't even want to think about it. The few first aid classes that Gwen had made him take back when the Highbreed were a threat had never said anything about what to do if you could feel your intestines pulsating against the membrane that held them in place.

Dimly, Ben registered that he was having an anxiety attack. Being aware of it didn't help him stop. He kept trying to breathe, faster and faster, but it felt like the harder he tried, the less air he had. If he had been able to spare any breath, he would have laughed. If he had anything in his stomach, he would have thrown it right up. And if he had anyone with him, he would have told them through chuckles and tears that he was _dying_, and wasn't _that _just the funniest and most ironic thing ever?

But none of those were options. Ben stuck himself in the side with the ice needle still clamped between slippery fingers. The sharp cold made his ribs ache but it also helped ground him back in the pain. That might have been counterproductive, but as long as it was agonizing, Ben had the motivation to take steps toward fixing it.

He was glad that Big Chill's species didn't have glands or insides that were equivalent to what a human had. He had been hooked through the side and out the front, barely to the left of his belly button. Ben could feel his large and small intestines gurgling, the torn muscles that helped them move making his abdomen burn as they tried to squeeze and push. At least there wasn't a hole in that — just in everything else. Layers of skin, fat, muscle… but nothing life-threatening.

Not if Ben could remember how to sew, at least. He took a measured breath and started to pull.

Dragging a needle through his skin felt a lot like dragging a needle through his skin. Ben clenched his teeth against the discomfort. Compared to the way his side was lighting up with fireworks, a little prick from the needle felt like a comforting hug. He was probably doing an awful job with how he was shaking, forced to push his hair back with one bloody hand while the other continued mechanically.

_In, out, in, out, in, out, don't think about it, don't focus on what you're stitching, don't stare for too long, just do it, get it over with—!_

Human thoughts were far less coherent than a Necrofriggian's. Or maybe it was the blood loss finally getting to him. With the world spinning and everything looking bloody, it was hard to say.

He didn't bother tying the stitches shut when he finally finished — Ben stuck himself again above the wound, right near his ribs, and did it again to form a loop around a sliver of skin. He had another hole to patch up, but at least the one in front was smaller. The ice he had used in place of stitches had numbed his side so well that Ben was a little worried about giving himself frostbite. But at least if that side of his body died, it wouldn't be bleeding anymore. He was too exhausted to give it more thought than that. He would worry about one problem at a time. In his current state, Ben could barely handle that much.

He snapped the rest of the ice thread with a pinch of his thumb and forefinger. It shattered like glass, digging into the pads of his fingers, but Ben had so little feeling in his hand that he could barely flex them and a few more drops of blood didn't spike his interest.

In a haze, Ben repeated the in and out motion again and again. The smooth skin of his flat stomach swam in front of him, but he aimed for the pink-ish spots in between the oozing blood and muddled through it.

_In and out. In and out. Don't think about it. _

He tied the stitches off the same way that he did it on his side, only wincing slightly. It felt so incredible to be done. The pain hadn't lessened any, but Ben immediately snapped what little remained of the icy thread and dropped it to the ground, going limp. He could feel cold inching up his torso, making every heartbeat ache and his lungs feel as though they were being squeezed. Between that and bleeding out, though, Ben felt comfortable with the trade-off.

The shirt that he had discarded wasn't very thick, but he didn't have much else laying around. He grabbed it without jostling himself too much and messily folded it before pressing it against his side. Applying pressure didn't help his frayed nerves, though it did help the bleeding somewhat. The thin tank top was quickly soaked. Ben folded his arm down to hold the fabric in place and it wasn't long before every movement came with the wet squelching of his bloody shirt. It was difficult to tell if that blood flow was slowing or not. Everything felt like a challenge with the way his entire body throbbed like he had a headache.

The hardest part was over, though. Ben let his hand rest over his stomach and tried not to mess with the stitches. He tried not to think about how only his sloppy patch job was standing between him and his insides. He could picture those cartoony diagrams of human anatomy from middle school science class, could almost see it all seeping out of his body and to the dirty floor.

As nice as it sounded, Ben knew that he couldn't let himself sleep. If he died of blood loss during a dream, Kevin would never let him hear the end of it. And Rook would probably blame himself and Gwendolyn would cry for months and Grandpa Max would curse that amazing summer they spent together as the thing that killed his grandson.

Ben forced himself to sit up, trying to think beyond the feeling that his intestines had been filled with burning bearing balls. His stomach was cramping. He thought for a moment that it was simply the spasms of torn muscles, but realized that it was a familiar pain.

His stomach pulsed right alongside his heart, clawing and filling with a heat that felt as though it was expanding. The back of his throat felt empty, bizarre because his throat was _supposed _to be empty, but it was suddenly all Ben could do to keep from folding over himself and dry heaving over the ground. There was nothing in his stomach to expel which, Ben realized, was the problem.

That had been the worst part about being captured. For whatever reason, Murowa hadn't tortured him. There had been a lot of jeering, some non-too-friendly pokes and prods, but she hadn't gone out of her way to cause Ben pain. The IVs in his arm — the ones that he had yanked out — had been used to filter his blood, pump him full of nutrients, and administer sedatives when necessary, all through the small machine that she kept near his platform.

They had kept him from needing to eat or go to the bathroom, except for one small thing. Even if Ben wasn't _technically_ starving, his stomach was completely empty. The hunger pains had started up not long after he first woke up in captivity and they had only gotten worse since then. Ben had no idea how long he had spent locked down to that table, but it was far too long for a person to comfortably go without food. Instinct nearly bowled him over with the force and all Ben could think about through the uncontrollable salivating and the cramping in his esophagus was that he _needed _to eat. _Anything_.

He smacked a hand against the wall, fingers digging into the solid metal for purchase. There was none. Getting to his feet with his hands slicked in warm blood wasn't exactly easy, and the world was doing a very convincing impression of a spinning top by the time Ben finally got his feet underneath himself, but he managed. By force, if nothing else.

His own breathing echoed, his ears ringing through the headrush. Panting, chest heaving with such force that it made his stitches sting, Ben let his eyes close and relaxed his overheated skin against the cool metal. It took an incredible amount of focus to open them again and, even then, Ben only kept them that way long enough to flicker around the room and gauge where he was.

It looked like he had stumbled into some sort of alien living quarters. There were no beds, but bizarre, monstrous-looking purple pods arranged neatly in rows. In the darkened room, it was hard to tell, but Ben could have sworn that they were filled with slime. He tried not to look any closer than that. The pods were arranged up and down the walls, stacked in pairs like bunk beds, and were crammed in to occupy as much space as possible while still having somewhere to walk.

Ben found himself leaning against a bloody smear on the wall in between two of the pods, tucked away in what was almost a little alcove. He didn't see a door, not with how much space the pods took up, but he spotted something that stood out from everything else and headed toward it.

Progress was slow. He wiped his hands against one of the pods in some attempt to keep from leaving a trail everywhere he walked but, when he touched one of them, was shaken to realize that it felt like a shell yet was warm and moved steadily, as though _breathing_. After that, having dried blood on his hands seemed a lot less important.

Every step felt as though his feet were made of cement. Ben had to practically drag himself forward, clenching his jaw against the groan that followed every centimeter. His shirt wasn't doing a good job of stopping the bleeding — or maybe Ben was aggravating the wound too much.

It took either a minute to cross the room or twenty. Either way, Ben was all but unconscious when he finally arrived at what had caught his attention. It was a closet, thrown open with uniform clothing torn out and tossed to the floor. Apparently, the mercenaries on board had only bothered with clothes for a minute before realizing that cloth wasn't going to help them get off of the station alive. Then turning the gravity off had only made everything messier.

Some of the shirts had room for six arms, or the sleeves all on one side, or it was so complex that Ben couldn't even begin to imagine what sort of creature was squeezing their torso into it. It didn't matter. He nudged the clothes into a pile with shuffling feet. The hunger pains had died off somewhat, certain to resurge in a minute or two, but he could at least sit down for a few minutes and try to ride it out. At the very least, some of those shirts would be able to fit him and everything else could be used as a bandage.

He swayed on his feet for a moment, staring at the pile he had made with a frown. How was he supposed to get onto the floor without tearing something? With his torso as numb as it was, Ben wasn't feeling much pain anymore, but that also meant that he wouldn't be able to feel if something was wrong.

He considered this for a moment before, slowly, bending his knees. It wasn't easy on his muscles, but at least when his legs gave out, he was low enough to the ground that there was only a soft grunt and a light jostle as he settled into the clothing pile.

With the pressure off of his body, Ben let out an audible sigh of relief and sank into his makeshift bed, leaning his head back to stare blearily at the ceiling. He couldn't tell if the exhaustion was fading or he was simply growing used to it. Neither could be a good thing. Ben wasn't exactly an expert in taking care of himself, but he had a vague idea that people who were injured ought to get plenty of sleep and feel pretty miserable in general. He didn't feel much of anything at the moment, which was no doubt a temporary reprieve.

In a move that took far more energy than it should have, Ben grabbed a pair of pants made for an alien twice his side and tossed his bloodied, Plumber-issued tank top to the side to press the heavier fabric around him. What was good about pants was that they were much easier to hold in place. He folded the legs around his abdomen, right over the stab wounds, until he ran out of fabric. They were tied together over his chest, sloppily done but already doing a much better job at stemming the blood flow.

At the very least, the injuries didn't immediately turn the fabric red on the outside. Ben considered that a good sign.

Another plain, grey shirt nearby was about the right size to fit a human and had armholes in the correct places, so Ben slipped that on gratefully. He closed his eyes, determined not to fall asleep but needing to focus. He had to have some priorities if he was going to get anything done, especially with his body in the state that it was. Those injuries would carry over into his alien forms and he knew from experience that no amount of advanced healing would help him out there.

That sort of limited Ben's options. He held no delusions of immortality: the Omnitrix could protect him, but it couldn't keep him from bleeding out. His alien forms were perfectly capable of dying. He had lived through that at least once and it wasn't pleasant.

Unfortunately, Ben doubted that he had months to wait for himself to heal. Murowa and Argyle would be after him. On top of that, they still had Petrosapien prisoners and some sort of long-term goal in mind. Ben wasn't going to kick up his heels and let them continue working on that without at least _attempting _to stop them. He wouldn't be able to do much physically, but if he could find a communication method that would let him get in touch with Rook or the Plumbers, then he could at least give his location to someone who _could _do something. That was better than nothing.

First things first, Ben knew that he was going to need something to eat. He briefly considered eating one of the shirts just to have something in his stomach, but human teeth weren't very good at ripping up fabric and he didn't want to try his luck and end up choking on it. That would be a humiliating way to go.

Relaxed at least somewhat, Ben held his left wrist up to his face and toyed with the Omnitrix's dial. He didn't want to risk talking, afraid of how his voice might sound after all that he had just been through, but it didn't matter. His attempts to sync with a nearby Plumber frequency fell flat. It wasn't surprising, considering that Argyle had control of the Plumbers in Petropia's star system and logic would dictate that he could cut off all communication satellites if he wanted to, though it was still disappointing.

It was never easy, was it? Ben was always being forced to do things the hard way.

He put it off for a moment longer before begrudgingly turning the Omnitrix off. He wanted to get in contact with his friends but he didn't know how to connect with whatever frequency Rook was using with those headsets and he also didn't want to make it any easier for Murowa to track him down and probably finish disemboweling him. He couldn't imagine what other use she would have for him and it seemed pretty likely that she was the one who had shot Big Chill in the first place. If she was going to insist on trying to kill him, there was nothing saying that Ben had to be idle prey.

Although, in his current state, Ben doubted that he would make for an exhilarating hunt.

Lowering himself down had been difficult, but getting back up proved to be a feet comparable only to breaking a mountain with bare hands. By the time he eventually managed to drag himself up onto shaking legs, Ben's head was pounding and he had broken out into a sweat that made every bit of him feel feverish, even the frozen parts. He was uncomfortably aware of each tug against his skin from the haphazard stitches. They burned in a way that had nothing to do with temperature and everything to do with the blood oozing out between any possible crack.

Nonetheless, being back on his feet brought with it some level of dignity. Not that Ben had much left to go around. He was briefly thankful that no one was there to see the Hero of the Universe struggling to stand, then quickly banished the thought. No, Ben would have _loved _if someone was there to see him. He was putting on such a pitiful display that Vilgax himself might have tentatively offered him some help standing.

And then he would have immediately crushed Ben's head like a grape. But it was the thought that counted.

Though successfully standing, straightening up was out of the question. Ben walked with a sort of hunch in his back. It was easier than when he had walked to the closet in the first place, though he had no way of knowing whether that was because the wound was clotting or because he was learning to push on through the agony. Frankly, either would do. He needed to keep moving. Although, at the very least, he wasn't trailing blood everywhere anymore.

With his new angle, able to see down the long rows of beds, Ben was able to find the door. He walked over to it, setting his hand on the wall with every step to avoid touching the pulsing pods. The green slime inside of them wasn't much better — Ben could have sworn that it was _moving _in there, and that was another small motivation to walk as fast as he could handle. Granted, it still wasn't very fast, but at least Ben could manage a sluggish pace considering that he was fairly certain he could feel his intestines nudging the inside of his cut with every step.

The door was small enough to be comfortably human-sized, which was good. It was unlocked, which was also good. Ben examined the crack that, hopefully, would let him out into a hallway. It was crooked, which meant that the door was broken and had been left partly open in the panic to leave the station when the power went off and there was that explosion.

That was less good. Ben wasn't an engineer, but he knew that the bottom of a sliding door was horizontal and that a diagonal rectangle would not be easy to scrape across it. Under ideal circumstances, then maybe, but Ben was having trouble seeing how he was supposed to pry it the rest of the way open with the injury that he had. His ice stitches would be durable, but Ben wasn't stupid enough to think that pulling on them would be a good idea.

He lined himself up with the door anyway. As far as he could tell, it was the only way in and out of the room, and he wasn't going to die because he had been unable to squeeze through a little crack. He slipped his shoulder into the gap, biting back a grunt of effort as he carefully pushed back and rested his weight against it. Doing so didn't hurt, thankfully, but there was an awful, piercing grating sound as Ben dragged the metal together to make a gap big enough for his head to fit through. He winced but forced himself onward. As soon as it was open enough for him, Ben stepped through and left the door as it was. It didn't seem worth the effort to push it all the way open. Setting up base in a room covered in his blood and that also happened to be the last time his Omnitrix sent off a signal seemed kind of stupid.

Ben sighed, propping himself up against the wall on the other side for some sort of support while he caught his breath. It would be a while until he ran out of oxygen, but he was going to need to find water and food quickly. His mouth felt like it was dead and his lips probably could have been used as sandpaper by that point.

That was the force that drove him away from the wall and further down the hallway. As nice as it felt to take a break, Ben was at least starting to get the hang of walking. With one hand pressing against the knotted clothes stemming his bleeding and the other trailing along the wall, Ben stopped at door after door to peer into their rooms for something useful.

Evidently, he had landed in something of a fully-fleshed out living quarters. Some of the doors were still closed, but enough had been left open, gapping, or torn right out of the wall for Ben to get a good idea of what he was looking at. It was difficult to tell at first because the bathrooms were unrecognizable compared to what humans used, and the exercise equipment in the training room looked like some bizarre fetish thing. There were plenty more bedrooms too, all looking like a tornado had gone through them.

He hadn't stopped to properly notice it when he had been busy trying not to pass out while stitching himself shut, but Ben took notice of the green slime covering nearly every inch of the bedrooms and how everything that had been left behind was either scattered or in pieces or both. A side effect of turning the gravity off, no doubt. Either way, Ben didn't run into any other living things, which he took as a blessing.

Going through the rooms took longer than it should have but Ben eventually found himself at the end of the hallway without a single, measly scrap of food. The odds weren't looking good. The hunger pains continued to pulse on and off but they were getting worse. His head was swimming and ached as though it was pressurized and going to explode, his tongue throbbing with thirst as he leaned against the wall and struggled not to dry heave. With nothing to throw up, he doubted that letting himself vomit would turn out very well. He didn't like the idea of aggravating his stitches for nothing.

He couldn't say that he was lucky because, based on his current situation, Ben most certainly _wasn't_, but at least something had gone right for him. At the end of the hallway was a large, open room that doubled as an almost cozy, open kitchen and a sitting room. What such a room was doing connected to what he thought was barracks, Ben had no idea. Maybe it was one of those cultural differences that Rook was always lecturing him about. Ben didn't really care. The most important thing, to him, was the box tipped over on its side that unmistakably functioned as a fridge.

The faint promise of food did something funny to Ben. The pain that had all but paralyzed him, making everything from the tip of his hair to his toenails feel bruised, suddenly meant nothing. Human instinct could be very single-minded in that way.

All he knew was that one moment, he was eyeing the fridge with apprehension, and the next, Ben had the door flung wide open and had a tube of alien food clutched in his hands. Cold air washed over him and Ben shut the fridge only because he was still aware enough to understand that letting the food rot would be a bad idea.

The tube that he had grabbed instinctively looked like something that Grandpa Max used to cook with. Ben had no idea what it was or what it was used in those recipes for — its single appeal was that it was the only thing immediately recognizable as edible.

The writing on the side was blocky with some squiggly lines here and there to break up the monotony of all the straight lines. It almost reminded Ben of Chinese, except it was far simpler. He couldn't read it so he didn't know how to open the tube, exactly, but knives seemed to be universal because there was a stack of them on the counter near the knocked over knife block. The material that his food was wrapped in felt like some sort of plastic, soft and malleable to the touch but holding firm when he tried to get his nails into it. The point of the knife pierced it easily and, mouth watering over something that smelled like dirty feet, Ben tore the packaging open in one smooth upward swipe of his hand.

Immediately, Ben shoved a chunk of it into his mouth. It had the consistency of cookie dough but tasted like dried-out paste. It did nothing to help his craving for water but, almost as soon as he choked down a mouthful, his stomach stopped twisting up and he could think so much more clearly. The tube had weighed about a pound in his hands but Ben had it all down with a few ravenous bites. He wasn't sure if he was still hungry or not, but at least he didn't feel _empty_ anymore.

Turning back to the fridge, Ben grabbed the first thing that looked like a liquid and made sure that the door was sealed correctly behind him. No sense in letting his only source of food heat up even faster. He shook the bottle experimentally, taking his time to open it and sniff the faintly-glowing contents before taking a tentative sip. It smelled bitter — not unpleasant, but nothing like what was found on Earth. The taste wasn't too different, though it made his tongue tingle and it burned all the way down his throat. The effect was almost like it was numbing him, but when a few minutes passed and Ben didn't die, he shrugged and downed it all. Swallowing, of course, wasn't very easy when his tongue and throat were numb and the muscles didn't want to cooperate, but Ben managed. His motivation to move was gone but at least he didn't feel quite so dead with proper food and water inside of him.

Mission accomplished, Ben rested in the form of leaning over the counter and pressing his forehead on one of the parts that didn't have things spilled all over it. He let out a slow breath, feeling his chest rise and fall and the answering twinges of pain from his abdomen. He knew that he ought to sleep, but there was still so much to accomplish. A hero wouldn't let a small thing like an injury get the better of them.

Even as resolute as he was, it was with an exhausted sort of acceptance that Ben straightened up. He must have moved too quickly because vertigo made his temples throb and the world spun beneath his stumbling feet. Ben almost knocked himself over, only to grab hold of the counter at the last moment. As soon as it did, there was a burning sensation along his side and he let out an involuntary whimper through tightly-clenched teeth.

Shaking, Ben was far more careful in getting himself up the second time around. He felt heat against his frigid skin, like warm chocolate dribbling down his side. Instinctively, he pressed his makeshift bandages tighter against him but that didn't help Ben feel any steadier. If anything, it only made him hyper-aware of the blood.

He could take a hint. A break it was, then. There were worse things in the world than taking a nap — not that reminding himself of that made Ben feel any better about shuffling over to the couches.

Well, they weren't couches like what was on Earth. They were more like stiff, raised platforms that sank in on itself to accommodate Ben's weight and mold itself around his shape. He selected one that had a view of both doors in the main living area but also had a back that cast him in shadow and made him difficult to spot with a cursory glance. He forced himself to lay down and hold still, not that it helped Ben fall asleep at all.

It was hard to relax when all he could think about was how royally he had screwed everything up this time around.

* * *

**A/N: UAF establishes that Ben retains his injuries that he gets when he turns human, and also that they don't heal when he turns into other aliens. Omniverse never establishes anything to make me think that Azmuth fixed this feature. My personal headcanon is that injuries will heal as best they can with an alien's natural healing abilities, but it is better for the host to turn back to their natural form. If they do, they only heal while not transformed. This feature helps to ensure that the host's DNA doesn't become contaminated and to prevent something from healing incorrectly. If you kept cycling through aliens and healing in equivalencies, something is going to go wrong or not line up correctly. So Ben is going to have to get used to being stabbed.**

**I apologize that this chapter is kind of slow, but I had to make sure that Ben wasn't going to bleed out. Things will pick up in the next chapter, look forward to it!**

**Chapter Twenty-Nine: **_**Dead in the Water**_


	32. Dead in the Water

Sleeping sounded like a good idea on paper but quickly started to seem like an impossibility.

Not for a lack of trying — Ben tossed and turned on that couch as gently as he could with his injury burning its way up his torso, but he couldn't relax. He began to feel hot even though his hands were frigid and damp with sweat, resisting the urge to curl up around his abdomen as exhaustion smothered him like a blanket and the world was swimming even after he closed his eyes.

His body was trembling no matter how long Ben spent trying to make it stop, focusing so hard on making his hands hold still that he gave himself a migraine. Every breath came out wheezing and slick, like it was going to be his last one. His heart was hammering so hard that he could feel it, hand resting against his collarbone to feel the skin and muscles twitch with every rhythmic beat of his pulse.

Asking himself to relax had been a mistake. Ben didn't have the energy to stand anymore, though he doubted that doing so would have helped.

Eventually, after who knows how long of laying there in agony, the pain ebbed away. It never entirely _faded_, but it became slightly easier for Ben to think about other things. He managed to unclench his fists, stretch his legs out, and then he was asleep within minutes.

Not that it was a _good _sleep, granted. It was bizarre.

_Behind his closed eyelids, Ben found himself in a place that he recognized. He didn't know _how _he recognized it — there was absolutely no light and he couldn't see a thing — but it was familiar. Warm. Comforting. The darkness felt like the embrace of an old friend and Ben felt no reason to distrust it. He wasn't wearing the Omnitrix, his wrist far too light and empty, but it felt good. He wanted to close his eyes forever and just drift. _

_The pleasant warmth in the air, cushioning him like a blanket, became hot. Ben brushed his hair back absent-mindedly, surprised to find the strands damp with sweat and his shirt sticking to his skin. The world grew hotter still, burning up, inside and out, until it felt like flames were licking up his sides and his skin was melting away, boiling over his bones and sliding through his aching fingers like water. The heat meant nothing — there was only the persistent, desperate thought that everything was __**wrong**__. _

_He heard himself, sobbing and cursing, clutching at layers of muscle and fat and organs in some vague attempt to keep everything in its place. To keep himself whole. His eyes turned to mush and slouched out of the sockets without feeling, but Ben could see again. He could see the chamber he had been locked inside for so long, forced immobile, treated no better than a dog. And compared to the feeling of his nerves becoming goo under the heat, making a sick splattering sound as they leaked out from between his icy bones to splash into the bubbling skin pooled at his feet, Ben would have felt safe in chains all over again. _

_Anything to make it stop. To make the pain leave him. To get the horrible, echoing laughter of everyone he had failed out of his ears. _

_**Anything**__. _

It couldn't have been any longer than an hour or two spent asleep until Ben was woken by the sound of something snapping. He started, making a move to jerk up into a sitting position, but even bordering on unconsciousness, his body wasn't having it. He winced as his stomach muscles clenched, flopping back down onto the hard couch, boneless. It was damp with his sweat, pooling uncomfortably with the contours of his body because whatever the couch was made out of apparently wasn't absorbent.

Ben pondered for a moment what could have woken him up. Not that he was all that averse to it or anything — he couldn't remember his dream but trying to think about it gave him the distinct feeling that he ought to just forget it. But being happy to be awake didn't change the fact that something had woken him up. And on a section of the ship that was supposed to be dead, _that _wasn't a good sign.

Holding his breath, head tilted to listen for any modicum of movement, Ben realized a split-second too late that the sound of crashing was coming from _beyond _the soldiers' quarters. He had just enough time to recklessly throw himself to the ground — swallowing an audible yelp of pain as he did so, clutching his side on impulse — pressing so close to the couch that he blended into its shadow, just in time for the door to swing open with the nails-on-a-chalkboard sound of metal being torn apart like paper.

He didn't dare risk looking up to see who it was. Doing so would probably be a death sentence if they could tear doors out of the wall like that, especially with his Omnitrix off. Ben didn't want to use it, knowing that it would only make his present condition worse, but he hovered his hand over the pop-up dial anyway as he struggled to listen for those barely-there flutters of movement. It was better to go out on his own terms, having fought, than let himself be killed. Or, at the very least, he could use the Omnitrix to get away or win their inevitable fight so that he would still have a small chance of surviving.

Though, the odds didn't look very good. Ben had no idea how much blood humans could lose before dying, just that the mess he left in the room where he stitched himself up was _awfully _big and the way that his vision was tumbling and twisting couldn't be a good sign.

Whoever was in the room, they weren't very noisy. There was virtually no sound as they moved, not even the faintest patter of footsteps. Ben knew that they left only because he heard a door down the hallway he came from being torn off. His current hiding spot wasn't going to cut it if the other person started looking thoroughly — which they no doubt would after the stains of Ben's blood were found in the other room. Most aliens didn't bleed red. It wouldn't exactly be difficult to puzzle that one out. Then again, Ben had an awful sinking feeling that whoever it was knew _exactly _what they were doing and who they were looking for.

He winced at the sound of another door being removed. They moved _fast_. Ben didn't have a lot of time to waste, considering that there were only eight doors down that hallway. He wracked his brain for somewhere else that could be a good hiding spot. His heart leapt into his throat in realization. _The fridge! _It was big enough to fit a person and, more importantly, no one would ever think to look for him in there. His wound was already throbbing at the idea of scrunching up into a small place but Ben knew that he didn't have much choice. If whoever was hunting him down looked over the back of the couch, he was finished.

He waited for a third door to be forcibly taken off before making his move, crawling army style on his stomach across the floor. Thankfully, the living area rested at a level just below that of the hallway, sort of on an incline. Ben wasn't going to question alien architecture, _especially _when it benefited him.

He paused, abdomen burning, and tried desperately not to pant. It was difficult. Ben was wearing a shirt and shorts and he felt like he was being smothered under a dozen blankets, his skin slick with sweat and burning to the point that the cool concrete ground beneath him ached to touch. He was all too aware of the fact that he was out in the open, where anyone could enter and see him, but his muscles were screaming in protest. Lungs heaving, arms shaking, Ben relaxed a fraction when he heard the fourth door come off and continued his trek to the kitchen.

By the time he actually got there, it didn't hurt to move so much anymore. Mostly, Ben thought, because he was so beyond pain that his body was having a hard time deciding if it was even _possible _to hurt more. He knew that he was never as athletic and nimble as Rook or Gwen, but Ben couldn't help but feel pathetic. It was just a little wound, right? He had handled it, with stitches and bandages and everything. Why did he feel _worse _than before?

The eighth and final door was torn out, tossed and sent clattering with a teeth-chattering bang down the hall, and Ben shuddered as he forced the fridge open with weak arms. It wouldn't be an easy fit with all of that alien food crammed in there, but Ben quickly pulled out the shelves, dumped it all on the bottom of the fridge, and stacked them against the side while his pulse quivered in his throat. Squeezing himself in, Ben was pulling the door shut when he heard an all-too-familiar laugh that sent chills down his spine and reassured him that he had made the right choice by moving.

"Come on out, _hero_!" Murowa trilled. The sound of her mocking voice sent shudders of anger and humiliation up Ben's spine. "It's only making things worse for itself by hiding. It can't be _that _stupid."

Ben might have held his breath, but it was hard to hold what he didn't have. He wheezed, out of air, and felt himself starting to hyperventilate. His hiding spot was so small and so cramped. His knees were pressing against his chest, crushing his lungs. He twitched his fingers, trying to calm himself with the slight motion, but it was a fight not to slam his limbs against the door and force his way out. He couldn't _move_. And suddenly, Ben craved the ability to stretch out more than anything.

A loud thump startled him out of his swirling thoughts. He could hear the fluttering of her wings, mere feet away from Ben's inconspicuous little prison. Had it been joined by the hum and whir of complicated machinery, he doubted that he would have been able to keep himself from devolving all over again.

"I know that it's here — it should come out, if it knows what's best for itself," Murowa called. The only reason that Ben didn't step out of the fridge was for the sharp thought that if she _knew _where he was, she would have dragged him out kicking and cursing by that point. He heard her hum thoughtfully, drilling her nails against the counter above him. Had he the breath for it, Ben might have screamed. "No one is coming to save it. No one is going to look for it. They'll only be searching for that _fancy watch_, and it knows it."

It felt as though he was watching someone else's life play out. Ben wrapped his arms around his legs and stared directly ahead of himself into pure blackness. He wanted to protest — because his friends would follow him to the edges of the universe and beyond, _they had before_, and they would do it for _him_, not the _Omnitrix _— but his tongue was thick in his throat and he couldn't muster up the passion to disagree.

She had repeated those sorts of statements _ad nauseam_ while Ben was her captive. He had thought that he was over it, that he understood she was lying, that it was fabricated tactfully to get under his skin, yet…

He buried his face in his knees, swallowing a shaky breath as he fought to keep the world from twisting and what little he had managed to eat in his stomach. If Murowa said anything else, Ben didn't hear it. He was too busy struggling to keep himself grounded. It was so tempting to drift away, to be somewhere else, but Ben Tennyson didn't run. He refused it, biting his lip to the point of drawing blood just to keep himself focused on the cold, oppressive walls of the fridge instead of how good it would be to go home.

At some point — slowly, shakily — Ben pushed open the fridge and let himself sag out like a boneless mass of putty. He blinked, stunned even by the dim light, and looked around. Murowa was nowhere to be seen. He was hoping that she had moved on to a different part of the ship to search, but Ben somehow doubted it. She would be nearby, probably for a while.

The thought wasn't relaxing in the slightest.

Standing up took so much energy that Ben almost fell right over again. It didn't hurt as much as he was expecting, but his limbs had never felt so heavy. It was a physical strain to keep his eyes open, like those days where Ben would doze off in his high school physics class. Only he had at least been able to focus on what the teacher was saying when he did that. At the moment, all Ben could process was the static buzzing in his ears and the overwhelming urge to lay down against the cool counter and soothe his flushed skin while he dozed.

Instead, he forced one foot in front of the other, struggling against the lethargy in his limbs. The sharp burning in his side felt like the least of Ben's obstacles in comparison.

As tired as he was, the desire to get off the station for real was stronger. Ben was tired of laying around and wasting time. It almost got him caught once. He couldn't keep doing that or else it would quickly catch up with him.

He made his way to the exit of the block he was staying in, facing the torn open door with apprehension. Idly, Ben thought that it would have been nice to know ahead of time that Pesky Dust had super strength. Or maybe he had always known and simply never made the connection to try it out. It was hard to keep the instincts of all those different aliens straight in his head sometimes.

Setting his hand carefully on the jagged metal of what used to be a door, Ben peeked his head out into the hallway. Gravity was still on, which was nice, but he could tell that the air was still off and there was no light except dim, barely-there emergency lamps. Even those would probably be completely gone soon enough, so he had to hurry.

Getting to a part of the ship that had power would be a good first step. Ben shot a longing look at the alien couch, imagining summer days sipping smoothies with Rook, Grandpa Max affectionately ruffling his hair, lounging with Kevin and Gwen and feeling as though he had never been so content in his life. The warm thoughts turned bitter and chilled Ben from the inside-out. He grimaced, looking away.

He wanted to go home.

The hallway had other doors ripped apart and clawed open, several on either side of him. Ben considered his chances for a moment before shrugging and heading right. It was better than standing there and waiting to become the next clawed-up thing.

The silence was unreal. Ben had never heard anything so quiet in his life. The only noise was the padding of his feet and his quick, shallow breaths. He stopped often to relax, leaning against the wall, and it was so muted on the station that Ben's ears ached and strained, humming with insistent white noise as nothing else reached them.

Ben had no idea how big the station was, but he got the feeling that it was fairly sizeable. He had gotten a pretty good look at it as Big Chill, out in the vacuum of space, and the sheer size of it was _mind-boggling_. He knew that walking the length of it would take far too long, especially when he had no idea if the direction he was heading in even led to an area with power, but what else was he supposed to do? Using the Omnitrix would be tricky. Big Chill didn't have accelerated healing, so changing back was inevitable. Unfortunately, since all wounds carried over and refused to heal unless Ben was human, well…

It wasn't going to be pretty. Whatever Ben did, he would have to make it fast. He didn't want to change back to human only for his stitches to be gone. Bleeding out wouldn't be fun.

He stopped, thinking about which of his aliens could be helpful. XLR8 would be good for running. Murowa could track the Omnitrix, but he doubted that she could travel at the speed of sound. Then again, he didn't know where he was going, and Ben had no idea if Kinecelerans _could _bleed out, or if it even happened faster for them. With his luck, Ben wouldn't have been all that surprised.

So, what else? AmpFibian could go through walls, like Big Chill, but his body was very fragile and Ben didn't want to try his luck with that. Jetray was faster than XLR8 but, in the cramped space station, Ben didn't feel like risking it. Goop probably wouldn't be at risk for bleeding out, though he wasn't particularly fast or sneaky, either.

Eyes straying toward a gap in a fizzling control console, Ben stiffened as an idea came to him. _Upgrade_. He could be inside the wiring, cross the ship to get exactly where he needed because he would _be _the ship…

He worried for a moment about the state of a Galvanic Mechamorph with a hole in its body, but they were a pretty tough species. Besides, what other choice did Ben have?

Resigned, he brought his hand to the Omnitrix, hovering over to the control panel. He would have to be fast. Murowa could track him, obviously, but she wouldn't be able to grab him if he was on the other side of the station and embedded in the walls. Any other day, Ben might have smiled at picturing her frustration, but he didn't have the energy or the good-will for it. He wanted everything to be over.

With a deep, resigned breath, Ben turned the most powerful device in the universe back on and began sorting through his playlist. When he came upon Upgrade's familiar outline, Ben selected it and pressed down carefully on the dial. He held his breath, but it went rushing out of him as his lungs dissolved.

There was a twitch of pain that Ben was unfamiliar with experiencing while in the middle of a transformation. His bones were goo, his muscles were non-existent, and his organs melded into sticky circuits, but the only thing that _hurt _was the strong pulsating in his side.

Upgrade concluded swiftly that it was because his kind was artificial and had very limited use for nerve endings. It was the ghost of pain, his human thoughts nagging incessantly about how he was _split open_, that really hurt. Being Upgrade was never easy — torn between mechanical observations and the weighted perspective that came with humanity.

With his singular eye, Upgrade blinked down cynically at the hole in his side. It was surface-level. Green liquid, slime-like in texture, oozed out of the wound. Thinking about it as though studying someone else helped calm his nerves. It seemed safe to assume that, because the Omnitrix worked in equivalences, he wouldn't have any injury into muscle or fat or intestines because Upgrade possessed _nothing _that was even remotely similar to those things. He had a mild equivalent to human skin, noting with an idle brush of his hand along the tender area that the wound was far less extreme than it was with his human body.

He felt weak, but not at any risk of dying. Good. It left Upgrade with no further qualms about touching a hand to the control panel and slipping into the ship's wiring.

There was nothing to see, so Upgrade didn't bother processing vision. He knew that his mind, still bogged down by notions of mortality and flesh-and-blood, would be unable to process the view of an electric current without suffering a seizure or a mental breakdown. Even so, that didn't mean that Upgrade wasn't _looking_. His body, little more than data collection points at the moment, pulsed as fizzled-out bits of electricity washed over him. Through the busted and misbehaving wires, Upgrade measured the intensity and frequency, gauging power and distance. His decisions were made near faster-than-light, purely instinctive, so that his mind wouldn't have to scramble to catch up.

The objective was to find an area for communications. It was imperative, ranked above such things as finding food or water or an escape route. What would escape accomplish when there was still so much work to be done on the station? Criminals to be taken in, people to be freed, crimes to be punished… Upgrade processed it all with the sort of weariness of one working a day-to-day desk job.

He skipped around damaged wires, avoided dead-ends, and found himself speeding toward the area with the most energy output. Which might have been stupid by some measures, certainly, but Upgrade didn't have time to waste dancing around miles and miles of busted cables. He was certain that he could find a dead communications room with enough time, sure, and easily make it work, but the lagging of his thoughts told him to make it fast. Upgrade had forgotten, in stepping out of his human skin, that the wound wasn't the only thing that had left him feeling drained.

It was with a burst of determination and a reflexive intake of air that Upgrade found himself in a room with light and oxygen. Disoriented, he looked around, noticing the empty hallway and branching off doors. His center was humming in some vague representation of a beating heart. The closest thing that Upgrade could compare it to was an over-exerted harddrive, heating up and fan whirring as its output began to inch closer to its limits. Upgrade had never felt tired before, but he knew how to recognize it. Traveling any further through the circuits would have to wait until he had rested. Though, by all estimations, Upgrade figured that he had put at least a few miles between himself and Murowa, in a matter of seconds. That would have to do.

Lagging with lethargy, Upgrade felt the energy buzzing in the air until he came upon another access panel. Next to it, embedded in the wall, was a high-security computer terminal. Upgrade wandered over to it, considering them both before shoving his hand into the computer screen. The glass rippled as his body spread out over it. It might have been a second-skin, except then the rest of Upgrade's body followed, tugging his consciousness along with it. He wasn't simply covering the glass, he _was _glass. And he was steel and cables and ones and zeros that meant nothing yet everything to him.

Nestled in the command center of the station, Upgrade had to steady himself against the onslaught of commands and directives. Had his body been physical, it would have trembled with the force of managing them. _Orders to redirect power… memos being shared from one terminal to the next… Route adjustments… Cutting back on comforts and directing all power to the thrusters… _Upgrade felt each bit of information pass through him, in and out, all-consuming for the moment they were inside of him and forgotten as soon as they weren't.

He tried to focus on the task at hand but it wasn't that easy. His thoughts refused to remain steady, shaking on their foundations with the near-constant pulses of commands. Upgrade didn't have to bypass security codes or provide passwords. The computer couldn't keep _itself _locked out, after all, and Upgrade was every bit the software as he was Ben Tennyson. The name lost its meaning when he was so consumed by hundreds of thousands of lines of code to pass on.

But there, Upgrade had found it. In relaying commands for power redirecting, he had unknowingly stumbled right into the blueprints for the station. He let out a pleased warbling from his core, a sound not unlike radio static. The computer terminal that he was occupying quavered.

The blueprints were downloaded and processed within a few seconds, which was exactly how long it took for Upgrade to realize that they weren't complete. Or, more aptly, that the station was too _big _to contain only what was shown on the digital scan. That implied that quite a lot of construction had been done, though Upgrade couldn't tell the extent of it without merging with the entire station. And given how managing a computer terminal alone was already making him more exhausted than he was before, the idea of trying made an emotion flicker through Upgrade's circuits that he recognized as "displeasure."

He flicked his ocular sensors over the map, quickly locating a small drawn box that was labeled in an alien language that his human mind didn't recognize. No matter — Upgrade scanned the security code, tiny numbers printed in the room's outline, and was immediately able to recognize it as a communications room. That meant that it would be connected to a satellite that would transmit his message. Argyle may have been able to block the Omnitrix from access (or maybe Murowa yanked those wires out when she was fiddling with the device's core) but it was doubtful that he could safeguard his own ship from a Galvanic Mechamorph.

Satisfied, Upgrade glanced over the route one more time. It would be a little less than a mile's walk. The prospect made him groan internally, but there was little that he could do about it. His strength was waning. He wasn't used to having to take care of his human needs in the middle of a tense situation.

He pulled away from the computer, morphing back into a loose approximation of a physical form. As soon as he did, the Omnitrix beeped weakly and Ben was deposited on shaky legs. He swore that he felt his insides slip around before settling back in their proper place and the feeling made him shudder. He did _not _need a physical demonstration of having his heart in his throat.

After a moment, when he didn't immediately kneel over and die, Ben let himself relax a fraction. He leaned against the wall, double-checking that no one was nearby before he lifted his shirt and, hesitating only a moment, tugged away the pants that he had used as a bandage.

The wound didn't look as bad as Ben thought it would. To be fair, he was hardly a trained medical professional, but he knew what infections looked like more-or-less. The skin around was red and inflamed, but so long as it wasn't turning yellow and green and leaking pus, Ben figured that he was alright. Unfortunately, he had been right about the niggling doubt that transforming would mess with his stitches. They were noticeably looser and beginning to drip water as they melted. The cuts were still bleeding, which Ben knew couldn't be good, but he had no idea how long wounds that deep took to _stop _bleeding and at least it wasn't gushing out of him like before. It was better out than in, at least. He didn't want his insides to flood. The odds of surviving that weren't _favorable_.

Eyeing it all was starting to make Ben feel queasy and clammy. He wrapped the wound again with the non-blooded part of the pants. The result was that his lower back was squished with uncomfortably lukewarm blood, but that wasn't the most unbearable thing that Ben had put up with for the last week so he shrugged it off.

The path that would take him to the comm room flashed in Ben's mind. He muttered a quick thanks for his eidetic memory and made a mental note to look out for some sort of infirmary on his way. He would have used the computer console to find one but Ben had been running on low energy and Upgrade tended to hyper-fixate on a problem when they were in a hurry. There was probably a mechanical reason for that but, frankly, Ben didn't _care_.

He pushed away from the wall, regretting it as exhaustion made the floor twist out from under him. Vertigo made his head throb, temples pounding, and Ben clenched his jaw against it before pushing himself down the hall anyway.

Of course, he almost tripped and landed flat on his face, but rest wasn't really an option. Ben begrudgingly turned the Omnitrix back off. Had he not been at risk of passing out and turning back into a human while in the void of space, Ben might have considered leaving. He wouldn't have regardless, determined as he was to finish what Argyle and Murowa had started, but still. It was with a guilty thought that Ben imagined having the energy to coax Jetray faster than light and get back to Earth.

When he was done with everything, he was convincing his parents to go camping for a weekend. Ben had never paid much attention to the scenery on Earth before, but the steel walls and the stench of his own blood made him ache for grass and an open night sky.

One benefit of wasting so much energy to cross the ship was that the doors were a lot easier to open when they weren't stuck in the ground and refusing to budge. He had expected them to have I.D. scanners, but he supposed that would be impractical with how big the station was and the sheer number of people who populated it. Not that any of them were still on the ship if they had any common sense, but still.

As it turned out, hitting the control pads by each door worked very well to open them. Or maybe they were just motion sensors and Ben was being obtuse because he couldn't read the latest squiggly alien language. He didn't think that it mattered. As he walked, clutching his aching side with one hand, Ben smacked his palm against door scanners and wasted a second idly glancing inside before continuing.

It didn't slow him down — it was difficult for Ben to get any slower than he already was. Actually, checking out the rooms gave him a way to justify taking breaks to himself. Ben knew that he wouldn't have allowed himself to do so otherwise, as much as the pounding of his heart and burning in his lungs ached for it.

Somehow, by some sort of miracle, Ben did manage to find what looked like an infirmary. It was hard to tell at first — there was nothing about it that was similar to the stereotypical human hospital set-up. There was no examination table, no neatly packed drawers of bandages and gauze, and no jars set out along the counter with cotton balls and q-tips and a box of store-bought, cheap plastic gloves. There wasn't even a first-aid kit with a giant red cross on the side. In fact, Ben had been about to overlook the room entirely when the glint of a bottle on the floor caught his attention.

The small infirmary — either for private or emergency use, Ben assumed — was just as destroyed as every other room he came to. He couldn't tell if it was because it had been raided for supplies before the people on board abandoned ship, or because the temporary loss of gravity across the station had knocked everything out of place. Either way, Ben was relieved to find enough things set out for him to scrape together into an emergency patch job.

His setting wasn't exactly ideal, but, well… There was nothing that Ben could do about that other than deal with it. The stitches had gone fairly well the first time, though now that Ben had light, he could tell how bad the stitch job was. Shirt and bandages still on as he dug through containers for clean-ish gauze, Ben grimaced at the memory of his oozing wounds. He never had been very good at sewing. He knew there were places where the thread was too far apart or even doubled back and looped around itself, sometimes straying too far from the cut and other times getting so close that Ben had stitched into the side of the wound instead of the layer of skin. Not that he had felt it, granted, with how numb he was with cold and the unfathomable amount of pain and panic that he had been choking down. But, still. Looking back, it was pretty inexcusable.

Sifting through sideways boxes and smashing glass tubes that had some sort of alien opening mechanism that Ben could _not _figure out for the life of him, he eventually managed to find something semi-useful. The aliens on board were too good for regular, absorbent gauze, apparently, because all Ben could find was a tub of warm, adhesive gel that cooled rapidly and formed a green-tinted but mostly transparent seal over his skin. He got the feeling that pouring it into an open wound would do more harm than good, but after he somehow managed to stitch himself back together properly, he didn't think that it would be too much of a concern.

Not that Ben was _concerned _or anything. He was only bleeding out slowly. What was there to worry about?

By the alien equivalent of an examination table (more of a raised section in the floor that, based on its multiple hinges and retractable parts, could be adjusted to fit most humanoid-sizes) Ben dug out something that functioned close enough to stitches from a hatch in the floor. It seemed unsanitary to him, but maybe it was one of those accommodations that had to be made in space or aliens weren't as susceptible to disease as humans were.

The stitches were obviously some sort of attempt at a "one-size-fits-all" type of care. They were thicker than what was typically used for human skin and there was no needle — instead, Ben was left with what looked like a cross between a sewing machine and a stapler. He was sure that the labels on it would have helped operate the device but, again, Ben couldn't read it or even begin to guess at the meaning. He didn't want to use it without having any idea how to, but he reasoned that practicing on fabric a few times wouldn't be too bad and, hey, it wasn't as though he had a lot of better options.

Ben was in the process of attempting to find a salve to help him through the no-doubt painful stitching process when the sound of footsteps caught his attention. He immediately set down the illegible bottles, grabbing a long, thin slab of metal that he assumed was for setting broken limbs, much like splints back on Earth. He had set it aside figuring that he might need a makeshift weapon, but he hadn't expected to use it so soon.

He glanced at the small pile of gathered medical supplies, but easily decided that it wasn't the time to take them with him. Ben had left the infirmary door cracked behind him precisely so that he could hear someone approaching, the downside being that it was _obviously _cracked and had the lights on.

Breathing hard, buzzing with nervous anticipation, Ben pressed himself against the wall next to the door so that he was out of sight. With any luck, whoever it was would keep on walking. It couldn't have been Murowa, as Nemuinas didn't fly or sound nearly that heavy, but that didn't mean that Ben was all that eager to fight anyone else. He hated having to turn tail and run. It was even more frustrating to know that he had been backed into a corner and was out of options — in his current state, fighting would be a _death sentence_. Ben wasn't nearly stubborn enough to deny that.

He forced himself to stop shaking and panting, letting out a slow, even breath as he stood and waited. If whoever it was opened the door, Ben would swing the metal slab that he had over his shoulder like a baseball bat, taking the opportunity to run. If the person kept walking, then he wouldn't have to worry about it.

His fingers tightened subconsciously as the steps drew nearer, clicking with steady thuds against the steel ground. They stopped, right outside the door, and Ben forgot how to breathe.

The second that the whir of small engines announced the opening of the door, Ben stepped out from behind the wall and swung with all his might. Shockwaves raveled up his arms and down his spine, jarring Ben's body so badly that he dropped the metal reflexively and felt his abdomen pulse in discomfort. Had he been able to see it, Ben wouldn't have been surprised to see an increase in the blood flow as a result of the tremors.

After spending so long surrounded by nothing but peranite, Ben recognized it when he saw it. For a moment, he thought that he was looking at Argyle, but no. The proportions weren't right — and Ben was still breathing, so it wasn't the Magister.

Never before had Ben felt so relieved to see a virtual-stranger. He smiled hesitantly at Popigai, as well as he could manage. The metal strip at their feet was bent practically at a ninety-degree angle whereas the Petrosapien didn't look hurt in the slightest — only perturbed and very concerned.

It felt so good to see someone looking worried for him. At the very least, it had been a few hours since Ben got himself stabbed. A day, at the most, and he already missed his friends terribly. Seeing Rook and Kevin for that brief amount of time had been bittersweet.

"Hey," Ben greeted the cadet after an awkward pause. "So, uh, quick question: how good are you with stitches?"

* * *

**A/N: Was Ben on the verge of a panic attack in this chapter? The possibility is strong. **

**But I'm not sure how to properly write panic attacks so I'll have to do some more research. Perhaps in later chapters. **

**Chapter Thirty: **_**Saving Grace**_


	33. Saving Grace

"Wow. I didn't know that mammals had so many thin layers," Popigai hummed with a detached sort of interest — as though he was holding a microscope up to petri dish instead of a staple gun right against Ben's abdomen. "Petrosapiens only have a few and we have much more body mass to go around. It's fascinating, how complex this is for such a simple species."

Ben, exhausted beyond feeling pain as Popigai's fingers brushed unhurriedly over the oozing split in his skin, managed a resigned sigh. "Dude, your compliments suck," he muttered. He brought a hand up to his head, massaging the bridge of his nose in a weak attempt to fight off the building headache. "You better not try getting a better look by tearing me open any further. I can and will throw you through a wall, even if it kills me. Which is probably will, at this point. Who am I kidding?"

Laid out on the slightly-too-small sort-of-examination-table in the alien infirmary, Ben felt like he ought to be more concerned about his current state. He knew that it wasn't good. He had lost so much blood that it made his head spin — or maybe that was more cause and effect, not Ben imagining things. He hadn't wanted to leave his care in the hands of an alien who barely knew anything about humans (or anyone's hands except his own) but Popigai actually understood how to use most of the equipment in the room and Ben reasoned that sucking up his pride for a few minutes was better than messing something up and making his situation even worse.

That didn't mean that he had to be happy about it. Ben hated laying shirtless in the eerily cold room, trusting someone that he barely knew to do the job correctly. If he had possessed the strength, Ben might have tried doing the first aid himself, but he had barely managed to do it the first time. And that was when he was running on adrenaline, desperately fighting not to let himself go into shock, and had a single-minded goal along with a tool in hand that he actually knew how to use. As it was, he felt as though he would pass out at any moment. The gradual build of the pain in his side wasn't keeping him from that precipice in the slightest.

"No one," Popigai replied matter-of-factly. Ben didn't feel like explaining that his question had been rhetorical. He closed his eyes and felt the Petrosapien shift next to him, cool fingers pulling away from his overheated skin. When Popigai spoke again, there was a shine of concern to his words. "I know that I'm not an expert on human xenobiology, but you look awful. How long have you been… wandering around with a wound as serious as this, sir?"

He almost snorted when he heard the polite title. He had forgotten that the cadets still had the pseudo-respect thing going on from before. Calling him "sir" with respect felt jarringly out of place with Ben zapped of the strength to so much as sit up.

"Popigai," he managed, tongue heavy in his mouth, "staple me shut or I'll do it myself."

For all of his concerns about his readiness to handle such a procedure, Popigai at least had the sense to realize that letting Ben do it in his current state would be far more disastrous. "Alright, I'll... Manage it. Hold still. I'll need to pull out what's left of your first set of stitches. It's probably going to hurt," he warned.

He grabbed the string before Ben could retort, forcing the teen to bite back a groan of pain as the inflamed skin was tugged on. He tried to remember when something had ever hurt so badly, but he couldn't. Ben had never felt something that made him want to crawl out of his own skin, roll over and vomit until he had nothing else to give and his soul itself rolled out instead. Anything to escape the pain that had quickly become his entire reality.

His hand fumbled blindly for his shirt, set next to Ben's head, and he was glad when his fingers curled around the fabric. Popigai had paused, letting him settle back down, and merely arched an eyebrow when Ben shoved the fabric into his mouth and bit down as hard as he could without setting his jaw on edge.

After a moment of thought, Ben pulled the shirt out and said, "If I do something really pathetic like start crying and begging you to stop… Don't listen to me. Like, lock me down if you have to, I mean it. I won't be mad about that. I just want this done, alright? Humans…" Ben trailed off, searching for the right words. "Humans act irrationally when we're in a lot of pain. If it helps, you can think about it as someone else. Because it's definitely _not _me, it's just… instinctive."

Looking thoroughly unconvinced, Popigai nodded nonetheless. "Okay," he agreed, looking more unsure than ever. "Bear with me, please. Do what you can to make this easier on yourself. I'll attempt to make it quick."

Ben didn't trust himself to say anything so he nodded. He stuffed part of his shirt back into his mouth and did his best to relax. Closing his eyes didn't help, but it helped, he thought, to not have to watch what Popigai was doing. He could convince himself temporarily that he wasn't about to be pulled open and shoved together again, that he was _fine… _

There was a tug on the stitches across his side and Ben let out his breath as a soft hiss. That time, Popigai didn't stop. He tugged again, a little bit harder, and the fragile knot that Ben had tied came loose. He could _feel it _dragging through him, catching on his flimsy skin and drawing a reflexive gasp from Ben each time. It was uncomfortable and made Ben want to rip his skin off, just for the sensation to be _over_, but it was tolerable. He squeezed his eyes shut, grinding his teeth into the shirt so hard that his gums ached from the pressure.

He let out a sharp, choked groan when the last of the half-melted thread came out. He was glad that he had decided to keep his eyes closed — he didn't want to have to see what his wound looked like under the bright, precise lights of the cold infirmary.

He twitched a little when Popigai's chilled, almost lifeless fingers came into contact with his skin. For a moment, Ben had forgotten that he had an audience, small though it might be. He turned his head away from the Petrosapien, doing his best to hold still as he felt the device come to hover over him. He tensed, preparing for the worst. There was the whir of small machinery, the brush of a needle near the wound, and Ben forgot how to breathe.

The first stab of the needle was quick in a way that human hands would never be able to achieve. Popigai lined each shot up, pulling the trigger on the automatic stitcher, carefully but quickly beginning to move his way up. It didn't hurt as much as getting stabbed had but each tug of the string and touch of the needle made the world swim, and Ben _couldn't_—!

"Mr. Tennyson," Popigai muttered, stopping the stitching. His free hand was on Ben's chest, pushing down with just enough pressure to keep the teen still. Had he been squirming? Ben couldn't remember. He was slick with cold sweat, having taken the makeshift gag out and breathing hard through his mouth because he couldn't get enough _air _through his nose. "Please, calm down. I know that this isn't an easy experience to go through or move on from. Frankly, I don't know how you're still alive, but…" He seemed to consider something. Somehow, Ben managed to peek an eye open and gaze up at him. Framed against the ceiling lights, Popigai's sharp features were cast in glinting shadows that reminded Ben far too much of the edge of a knife. He bit back a shudder and Popigai managed a tight smile. "Talking might help. Can you tell me how this happened, exactly? It might help with long-term treatment."

Sure. That made sense. Ben nodded absently. He let his eyes close again, forcibly relaxing. When he heard the click of the machine again, he tensed but consciously tried to keep his body still. "It was Murowa, I think," he rasped. Ben had never wanted water more in his life. "I— I couldn't really tell because there was this… space-grade glass used for the viewing window and that stuff's usually pretty hard to see through from the outside. She… well, I was Big Chill. He's my— my Necrofriggian form." Ben mumbled the species name a bit, too tired to bother with all of those syllables. When Popigai's response was only to hum in interest, using the pants that Ben had used as bandages to wipe at some of the blood in his way, he continued his story. "I was pushing Kevin and Rook in an escape pod. They— there wa-was no ships left, so… so we improvised as best we could. It seems kinda stupid now. I was supposed to get them back to Petropia."

There was a bitter edge to Ben's voice. For better or worse, Popigai didn't comment on it. Instead, what he said was, "I saw that the ships were gone, too. After I was separated from Igneous in the escape…" He sighed and shook his head with the sound of crackling of crystal. "Did Murowa hook you with a pod tether? The size is about right and so is the shape."

Ben cringed at the memory. It wasn't as though Necrofriggians _couldn't _feel pain. He certainly had felt the way his exoskeleton splintered, his body convulsing as he fought back the urge to phase away from it because _it was the only thing keeping him from bleeding out_, but more than that, the way it had felt to watch his friend's escape pod drift away and know that he had failed them.

"I think so," Ben whispered as though afraid to admit it. "I— I don't know. I don't really care. Big Chill doesn't have advanced healing. It was all I could do to land inside the ship before the low energy forced me to transform back."

There was a firm tug just below Ben's rips. He recoiled for a split-second until Popigai let out a soft cheer and the whir of the machine in his hand died away.

"The one on the side is properly stitched," the Petrosapien announced. It might have been relieving news, had Ben not been all-too-aware that he still had one other cut that would need to be patched up.

Popigai shifted away, grabbing the tube Ben had found that contained a thick, mostly-see-through gel. It was warm when he applied it but quickly cooled. The feeling of it hardening wasn't too pleasant, what with the way it pinched at jagged pieces of skin and delicate nerve clusters, but Ben could handle that trade-off in exchange for a bandage that would hold.

"That's a relief," said Ben with something that might have been a smile if it hadn't been so difficult. "If I died like this, Kevin would never let me live it down. It'd be pretty pathetic, actually. I always thought that I'd go out in a really awesome explosion, possibly saving the universe again, or at least a planet or two."

He didn't get a response to that, which was probably a good thing. Had Popigai asked, Ben wouldn't have been able to explain why describing his death so colorfully made him laugh.

"It's interesting that this was the result of your Necrofriggian form being run-through. It's easier on your human body, I suppose," Popigai remarked. The needle came to Ben's front and he knew immediately that it was going to hurt worse than his side. He placed the shirt back into his mouth and focused on taking deep breaths through his nose and listening to the Petrosapien's words. "I didn't know that the Omnitrix worked in equivalences. It is the most streamlined method of giving someone the body of a different race, but… I think that it lucked out for you, sir. You have skin and fat and muscle, same as a Necrofriggian, but they don't possess intestines the way that you do. That's probably what saved your life — the hook cut through a mush of liquid and thin tubes but must not have found anything vital to survival. You're quite lucky."

It didn't _feel _lucky. Ben didn't know how having so many near-death experiences that he couldn't even count them all made him lucky in the _slightest_.

But he didn't feel like arguing with the guy sticking him with a needle, so Ben nodded absently and tried to focus on the sound of Popigai's voice as the sharp bursts of pain continued up his abdomen. The Petrosapien was talking about the science behind the Omnitrix, theorizing mostly. There were a lot of big words that Ben probably could have puzzled out the meaning of if he cared even the _slightest _about what Popigai was saying. It wasn't important in the least. The point was that it acted as noise to keep him grounded, glued to that table instead of floating off into space.

It was tempting, though. Ben had lost the script. He didn't know what was happening or why. His stomach was twisting itself into knots and there was a stone sitting in his chest that made it hurt to breathe. He was going to be sick, he was convinced, but maybe that would help calm his stomach. His mouth felt like it was stuffed with cotton balls. Beneath the hazy edge of panic, Ben was desperate for something to drink. He needed water, food, somewhere to rest. Where were his parents? His friends? Why was no one helping?

"_...nyso….? ...ir…?_" A faint voice stirred Ben's drifting thoughts. He didn't open his eyes or acknowledge it. The lights were so bright that it made his head proud. It was all he could do to keep his breathing regular. If he did that, he thought that maybe everything would stop spinning. It was impossible to breathe in a vacuum so he had to be safe.

Though, it was hard to convince himself to feel safe with an oozing cut in his side.

He stirred when he felt hands on his shoulders. Hard, crystalline hands. Ben understood on some level that it was Popigai trying to get his attention but he couldn't help but hope that he would open his eyes and be looking at Tetrax. He ached for something familiar, craving it so badly that it hurt. His heartbeat fluttered like butterfly wings, echoing in his ears.

The hands squeezed tighter. Ben felt that he was being shaken but the feeling was slow to register and came off muggy. It was as though a dense fog had settled in his head, making everything from his temples to his toes numb. It didn't have to be his body or his pain — it could be someone else's, for a little while. Just until Ben no longer had to see Murowa peering over the examination table to leer at him or his own blood smeared so thoroughly over the walls that it could have been a coat of paint.

"_Ben_!" Came a frantic shout and then — as reality righted itself and all of his senses slipped back into focus — the flat of someone's palm smacked him hard, catching on Ben's jaw and sending his head whipping around.

It didn't hurt as much as Ben was expecting it to. With all of those sharp edges and a lot of surface area, he was surprised to idly reach up and feel only a tender bruise beginning to form. Then again, that was far better than losing more blood.

He avoided looking up at Popigai, instead focusing so intently on the ceiling light that Ben thought it was going to be burned into his retinas. "Thanks for finally using my name, dude. I don't really like being called "Mr. Tennyson" or "sir." Rook tried that, our first day of partnership. Did you know that?" He turned to look at the Petrosapien then and his breath caught in his throat. Maybe it was the concern on Popigai's face, or the way he was shaking, or how he looked on the verge of stress-induced tears as his bloodied hand hovered poised to slap Ben again. Whatever the reason, when he finally managed to find his breath again, all Ben could manage was, "...We're not partners anymore. I told Rook that we were over."

Ben had never admitted that aloud to himself before. It was true. He couldn't rewind time and swallow those damning words. And, even worse, Ben wasn't sure if he even wanted to.

The thought brought a prickle of tears that were immediately blinked away. Ben didn't know what it looked like when Petrosapiens cried, but he had a feeling that Popigai wasn't fairing much better. Fluid the same color as his blood pooled in the corners of the Plumber's eyes but Ben said nothing. He figured that Popigai would know how his own body worked and he didn't want to call attention to it.

"You were going into shock," Popigai said eventually, voice far more even than his expression would have otherwise betrayed. He didn't respond to what Ben said about Rook, which was a bit of a relief for the teen. He hadn't meant for that to slip out. "I'm sorry for slapping you, s… Ben. I don't have any experience in treating humans. You were pale and cold and weren't breathing normally…" Popigai had to stop. He made a noise in the back of his throat that Ben recognized, on some instinctive level, as choking down a sob. "I thought that you were dying. That I had done something wrong." He managed to quirk his mouth upward into a little smile. "How ironic would that have been, though? I'm a Plumber and I would have had to watch the greatest hero in the universe die because I never bothered learning the medical procedure for carbon-based lifeforms. How ignorant can I be, huh?"

"I'm fine," Ben said, the response so reflexive that he almost didn't notice it. "Don't beat yourself up about it. Humans are kinda… uh, fragile. It probably would've happened at some point, anyway. It's not like I've been doing a great job at taking it easy. It's pretty obvious, unless you think this is what humans in tip-top condition look like." He gestured at himself for emphasis. Sweaty, clammy, and blood-splattered, Ben knew that he had to make for a hell of an ugly picture.

But at least Popigai didn't look on the verge of laughter anymore. Had he laughed, Ben knew from experience that it would have devolved into tears, and if that happened, then the teen wasn't sure that he would be able to keep himself from joining in.

Popigai stayed quiet, watching Ben pull himself back together. With the stitches and adhesives in place, he felt better than he had since getting the wound in the first place. The bleeding had finally begun to slow and everything was manhandled into place so that it could heal back up. Ben wasn't going to sit around waiting for a miracle, but he wanted to get back on track and hunt down that comm room while he still remembered where it was.

As soon as he sat up, though, Popigai stiffened. When Ben swung one leg over the side of the table, attempting to stand, the Petrosapien was already there to stop him mid-motion and gently force Ben's foot back down onto the table. "What are you doing?" Popigai asked, eyes narrowed.

At his voice, Ben almost snorted. It seemed that the "_we both know exactly what you're doing and I'm not about to let you get away with doing it" _tone was universal. He nearly made a joke about his mom but thinking about her made Ben's throat tight with longing.

"Uh, standing up?" Ben replied, almost sounding bored. "Or, trying to, at least."

He made another move to lift his leg over the side of the table but, to be honest, it wasn't much of a struggle. Popigai was, after all, made out of solid crystal and Ben was still grappling with losing what felt like a good chunk of the blood in his body.

"I can see that." Popigai's expression was tight. "I can list the things that I know about human anatomy and still have fingers left over... and even I know that you're in no condition to be pushing yourself. Mr. Tennyson, sir, please allow me to help you. It won't do either of us any good if you push yourself to exhaustion but we can't stay here."

A part of Ben understood the sense of what Popigai was saying. He wasn't an idiot. There was a benefit to letting himself be helped, at least temporarily, so that he could conserve his strength. Popigai didn't say it, but Ben was thinking about Murowa and Argyle. If he met up with either of them... Ben wanted to have the strength to finally deal with them properly.

Had it been Gwen or Rook or, hell, even Kevin making that perfectly valid argument, Ben might have conceded. He would have let them support him or carry him or drag him so that he wouldn't have to walk and strain his body any more than he already had. Ben had been considering it until pride reared its ugly head and the teen grimaced. It was his first day of working with Rook all over again. Here was a perfect, by-the-books Plumber cadet, all star-eyed and admiring over the fabled Hero of the Universe. And how had their spectacular partnership started off? Popigai had already had to stitch Ben up because he wouldn't have been able to do it himself and then helped the "hero" from sinking into shock.

It was humiliating. Ben felt himself turn red from his neck to his hairline, clenching his teeth against an odd mix of frustration and mortification. No. He could walk. He had been walking perfectly fine before Popigai showed up and he could continue to do so.

"Are you suggesting that you carry me?" Ben snapped, eyes narrowed. "Because I'll definitely pass on that one, thanks. How do you think I even got here? I managed just fine."

Popigai, for once seeming sure of himself, arched an eyebrow. Or, the crystal equivalent. "Yes, I know. How do you think I found you? You left a very obvious smear of blood everywhere you went, Ben. And that was only a few hallways but most of it was dry when I came across it. That means that you've been walking that short distance for a very long time." He folded his arms across his chest, unfazed. "And, yes, I am suggesting that I carry you. What other options do we have?"

Ben huffed, unimpressed. "Dude, I said that I can walk. Why are you being so pushy?"

"It's the smartest of our options!" Popigai shot back, frustrated. "I don't understand humans at all. You can even ride on my back if that is easier than being carried, but we're not going to get anywhere with you like this! I know that I don't have any control over you or your decisions, sir, but I would think that you would want to do what would end all of this the fastest, regardless of how you personally feel about it."

That sunk in. Ben was quiet for a long minute. He knew that he was being played, having his own logic twisted against him, but... The more Ben thought about it, the more ridiculous his protests seemed. He may not be leaking blood everywhere anymore but that didn't mean that he had healed. Was he really going to burden their mission by being prideful?

Finally, avoiding eye-contact with Popigai, Ben gave in. "Fine," he mumbled. "Whatever. Go ahead and... just do it. It's fine."

Apparently, Popigai was not clued into a subtle yet important nuance to human communication: that "I'm fine" meant "I'm miserable and agreeing because I don't have the energy to elaborate on the reason why I'm so upset right now."

The Petrosapien took Ben's agreement at face-value without hesitation, grinning. "Excellent! Thank you, sir. I can assure you that I'll never mention this to anyone if you don't want me to."

He turned his back to Ben, kneeling down to be at a better level for the teen to climb onto his back. Luckily, he had a Plumber suit on, so that Ben didn't have to be pressed up against all of those points and edges. Popigai pressed a few buttons on the chest of his suit and the back split open in small circles to allow the crystalline spikes that all male Petrosapiens had to jut out. They must have been held back by Popigai's will, which made Ben wonder how uncomfortable that was or how long it could be held for. But that suit design was the most streamlined and had the fewest possible complications with space travel involved.

Ben wasn't deterred by the spikes. It was a good idea, actually, seeing as how they were helpful for him to grab onto. They were spaced widely enough on Popigai's back that they would actually be very useful as handholds and somewhere for Ben to rest his legs. He didn't even have to try to know that there was no way he would be getting his legs around Popigai's waist the way that he could on a human.

"Yeah, you'd better not," Ben muttered half-heartedly. He rolled his eyes, still not happy with the arrangement, but swallowed his protests to wrap his arms around Popigai's thick neck and carefully heft himself up.

He worried about choking the Petrosapien for a moment before realizing that, to Popigai, Ben probably weighed little more than a sack of flour. He pulled a little harder, needing a tighter grip, but the Plumber didn't wobble. Only once Ben was situated, perched with his knees hooked over the protrusions from the man's back, did Popigai move.

Straightening back up, he idly reached a hand up as though to be sure that Ben was actually there. The hero was annoyed for a moment — he wasn't _that _light-weight! — before he realized that, more likely, Popigai was checking to be sure that Ben hadn't split himself open all over again with the climb alone.

The thought made Ben press his lips into a thin line, swallowing the familiar pang of embarrassment. He wasn't _fragile_, he was just injured. But, for once, he didn't feel like repeating that.

Regardless, once Popigai was satisfied that Ben wasn't about to bleed out against his back, he turned to the door to the infirmary. It was shoved open easily, the cadet not bothering to use the touchpad. Why waste time covering their tracks? Murowa obviously knew that they were there and she would probably be able to find them easily through the base's cameras if Ben's blood everywhere didn't clue her in.

Not that it was much of a clue — it was more like a smack upside the head.

"Where to?" Popgai asked as they exited. He automatically went left, opposite of the way that Ben had come from. There wasn't much down that way, save for the already opened doors and dried russet stains.

"I used Upgrade to sneak a peek at some of the info in their main computer hub," Ben said. "Not a lot of it was super useful. Mostly, it was ones and zeroes. But they had this blueprint of the area we're in. The original design shows that there's a comm room with a strong satellite only about a mile's walk from here. You're already headed the right way, just so you know. I think that Argyle is blocking satellite feed off of the station so that we can't call for help with any other method, but it'll be easy for some of my aliens to bypass that once I'm actually near a satellite." When he finished, Ben noticed that Popigai had slowed his pace. His head was turned ever-so-slightly to look at Ben out of the corner of his eye, expression drawn tight. Taken aback, it didn't take more than a second for Ben to scowl with impatience. They didn't have time to be wasting by standing around! "What? You're not going to insist on carrying me in your arms so you can watch for any bleeding, are you?"

Popigai returned the glare — or, he tried to. He must have been out of practice with having to look intimidating because his animosity quickly slipped away and, with a sigh, he turned back to facing front. To Ben's relief, he also resumed the same faster pace from before. "No, no. It's nothing like that. I was just wondering… Your injury. It affects your alien forms. Is using the Omnitrix really a good idea, sir? You could bleed out as a smaller alien. There wouldn't exactly be a lot of blood there to lose." He grimaced at the morbid thought.

Unbothered, Ben waved a dismissive hand. "It's fine. The Omnitrix makes sure to keep stuff proportional. Besides, Upgrade doesn't really have any internal structures that humans have. As him, this life-threatening cut is basically just a long scratch." He didn't feel the need to mention that, regardless of the extent of his injury as any given form, energy certainly carried over. Upgrade hadn't even been able to hold himself together at the end of Ben's search through the computer. He'd practically fallen apart and would have, had the Omnitrix not timed Ben out when it did.

But saying all of that probably would have only gotten Popigai worked up all over again so Ben chose to stay quiet.

"Still," the Petrosapien insisted in a way that made it really hard for Ben to _not _roll his eyes. "When we do get to the comm room in about ten minutes or so, I want to try my hand at the controls first. You may not need to use your aliens at all and I would feel much better if you would let yourself rest, Mr. Tennyson."

He snorted, idly leaning the side of his head against the back of Popigai's neck. It wasn't very comfortable, but after the day that Ben had, he found it near impossible to keep his eyes open. He let them close, though stubbornly refused to fall asleep. "Only if you start calling me my actual name. I've told you at least a dozen times by now, dude," he muttered in a tone that wasn't sleepy in the slightest. Not at all.

That got a chuckle from Popigai — which was funny because Ben hadn't been joking. "I accept your terms, Ben," he said far more cheerfully than anything else he had said since they met up. Then, more seriously, "I hate to keep you awake, but do you think that you can keep your head up long enough to navigate? It won't be far."

Stubbornly, Ben kept his head down. But, because Popigai had actually used his name, the teen amended it with, "Take the next left. I memorized that part of the map. I don't actually need to be watching." He could tell where they were mostly by guessing based on how fast Popigai was walking. The hallways didn't look different from each other.

"You can do that?" Popigai questioned, sounding impressed. That brought a faint smile to Ben's face and earned the Petrosapien some brownie points.

Ben shrugged. He twisted his position on Popigai's back, settling into a position that was more comfortable on his sore and tingly body. Of course, Ben wasn't about to fall asleep — he wasn't even tired, so why would he? "Sure," he replied. "Wasn't all that hard. It's really just memorizing the patterns of lines." He blinked his eyes open against his own desires, biting his lip to hold in a yawn. "So, since we're walking and talking… What are you still doing here? How come you didn't leave when the others did?"

"Well, it wasn't for a lack of trying," he grumbled. Popigai shifted his weight as he let out an unhappy groan, jostling Ben and sending a shock of pain up his spine. "When we got back to the hanger, there were mercenaries and other low-lives trying to steal our ships. Not too surprising — Plumber cruisers have very valuable parts that can go for a lot of taydenite on the intergalactic black market. I was on the same team as your Anodite friend, Gwendolyn."

_That _was an easy way to gain Ben's attention. He immediately perked up at the mention of his cousin, swallowing against the awful surge of longing in his chest. "You were? How's she holding up?" It came out more desperate than Ben would have liked but he didn't care.

Popigai smiled in a way that said the slip hadn't gone unnoticed. "Fine, as far as I can tell," he said gently. "She's worried about you. All of your friends are. Not that she spoke about it much in front of us, but… it was in the set of her face. And her eyes. Even while she worked, I think that she was only able to really focus on you."

Using a snort to mask his smile, Ben let himself relax again, satisfied. "Yeah, sounds like Gwen," he agreed. He considered whether or not he should speak again. Popigai didn't seem to mind the silence. Ben wasn't exactly eager to talk to him or anything, but he didn't want to risk falling asleep. A part of him couldn't help by think that if he did, he wouldn't wake up. Having something to focus on helped. "So, uh, how'd you get separated from the others in the first place? And end up here?" He gestured around them with a flick of the wrist. Whether Popigai took "here" to mean "the station" or "this specific hallway," Ben was only hoping to get a story out of it.

That wiped the smile off of the Petrosapien's face. He grimaced. "Ah, yes. Well, I… It was all going well. Gwendolyn had been counting the prisoners that we rescued, and—"

"Okay, wait," Ben cut him off, feeling only slightly bad about it. "Prisoners? On this station? How many?"

He got an incredulous look for asking, but all Ben could do was shrug. He hadn't gotten whatever memo everyone was referring to — he might have, had he not been busy being kidnapped and threatened and tied down.

"You remember how you and Rook discovered that Petrosapiens were being kidnapped and going missing?" He shot Ben a glance, waiting for the human to nod before facing forward. "We found out that they're being kept on board here, in the millions, at least. Rook recovered some documents that went into more detail but they never listed how many were being kept in total," he explained.

The news was sobering — like being splashed with a bucket of ice-cold water. Ben's expression didn't change, but only because he was determined to look calm and put together. In reality, his mind was spinning and he suddenly found it hard to breathe. He knew that it was millions, but so many people on one station? Right where Ben would be able to help them the easiest? It seemed too good to be true. Too convenient.

Were they being played?

Ben didn't ask, knowing already that Popigai wouldn't have an answer. "So what happened once you guys got on board?" He asked instead.

"I was with Igneous," Popigai supplied. "We were working with Gwendolyn to free some of the prisoners — as many as we could. I might have mentioned that already. If I have, my bad. I can be forgetful. Anyway, it was partly to serve as a distraction, partly to help innocent victims, and partly because a few thousand testimonies will be more than enough to make the Plumbers drop their tangles of policy and come to our assistance. Especially now that our Lead Magister is a bit… _preoccupied_." He stiffened, seeming to remember something. "Right! I was telling you about how we got separated! Well, the power in the section of the station that we were in began to give out so we took what people we had saved and rushed back to the makeshift hanger. Once we got there, we found some mercenaries and the other lowlifes paid to be here trying to break into our ships and hotwire them to make an escape. They got away with enough of them that our options were… limited. I was helping to load some of the former prisoners into the ships when I saw Igneous get flung through a wall. I went to help him fight off his attackers. We managed, but…" His pace slowed but, unlike before, Ben didn't mind. "His helmet was damaged. I got him onto one of the ships too and hung back to defend them during takeoff. By the time I realized that the last ship was leaving…" Popigai shook his head with a grimace. "It's my fault. I wasn't paying enough attention. I've been wandering around searching for a functional escape pod or left-over ship ever since. But I don't think the odds of finding anything are very high."

It wasn't a very appealing thought, but Popigai had a point. The few escape pods that Ben had managed to find were out of commission. He doubted that he would be well enough to fly any time soon. He again thought of Alien X, but if Bellicus and Serena didn't want to help, changing back to Ben was a whole different argument and he didn't want to waste time standing around stationary. That was _begging _for another capture.

They had practically zero options other than taking control of the station or contacting the Plumbers. Ben clung to the latter idea — it was all that he had to focus on.

"Were there any others left behind?" Ben asked. He felt a shot of guilt, thinking about how he had been about to leave with Kevin and Rook without even _considering _the others they no doubt brought with them. He had no idea how many soldiers were originally brought to the station to begin with and mentally chastised himself for it. Wasn't he supposed to be the hero?

Popigai shrugged. "Possibly," he responded, unconcerned. "I wouldn't worry about them. If they're still here, that's because they want to be. Remember, Ben, the people that your friends brought with them are all soldiers or incredibly dedicated to the cause. If there's a vendetta to be dealt with, a Petrosapien won't rest until they're satisfied. There isn't anything you can do about that other than stand back and try not to get caught in the crossfire." Sensing that Ben wasn't soothed, Popigai turned his head to look up at Ben with kind eyes. "And if something is wrong, there's no greater honor in our society than dying in a righteous battle."

"Nothing wrong with living through one, either," Ben replied with a huff.

His words had no effect on changing the Petrosapien's mind, but Popigai nodded anyway. "Yes," he agreed absently. His tone sounded distant, as though his thoughts were millions of lightyears away while each step carried them forward down the near-silent hall. "Nothing wrong with living."

Ben knew better than to ask what Popigai was thinking about. He had the feeling that he wouldn't like the answer. He instead settled his chin on the cadet's shoulder and dimly decided that maybe falling asleep _was _better than forcing conversation.

* * *

**A/N: It seems that I simply cannot stop writing character development with my OCs. Oh, well. Maybe they'll punch something in the next chapter. **

**Chapter Thirty-One: **_**Give and Take**_


	34. Give and Take

"Wait, this is it. The comm room is right down there." Ben pointed down to the right of the branching hallway.

He had somehow managed to keep himself from falling asleep, which was good because he was the only one of them who actually knew where they were going. Not that Ben _wanted_ to be awake. He was beginning to regret leaving the safety of the room he stitched himself up in — at least there had been a soft clothes pile to sleep in.

Then again, had he stayed, he probably would have bled out and died. But regardless...

"Are you sure?" Popigai asked. He didn't sound condescending, only hesitant. Which, Ben had to begrudgingly admit, was fair. He had been the one with the big mouth, complaining about how blood loss had given him a _"massive, pounding headache."_

Which was, unfortunately, true. Still, he probably shouldn't have mentioned it to Popigai if he hoped to maintain the man's faith.

"Yes, I'm sure," Ben replied, only slightly sarcastic. "Just like I was sure about the last turn. And the one before that. And, oh, the one before that, too." He paused. "You see how there's a pattern forming here?"

One thing that Ben had learned to like was that Popigai was a good sport about their co-dependent relationship. Maybe it was the pain or the stress or the fear, but Ben was in a far worse mood than he normally would be in their situation. He knew that it wasn't fair to take that out on Popigai, but whatever link existed between his sense of politeness and what came out of Ben's mouth had been snapped. The only plus side was that Popigai was graceful in the face of his own mistreatment.

Not that it made Ben feel the slightest bit less guilty about it.

Popigai huffed. "Yes, yes, you've made your point clear. I kind of deserved that." He sighed heavily. "Right it is. If it's down this hall, do you know what the door will look like?"

Frowning in concentration, Ben tried to think back to the blueprint that he spent a few seconds staring at what felt a lifetime ago. The picture in his mind was beginning to fade, slipping through his fingers even as he grappled for the details. "Uh, it's on the left," he said, only a little uncertain. "Towards the end. We might just have to open every door from the middle on down. Unless you can read these alien labels." He gestured at the narrow, slanted scribbles carved into metal plaques and plastered next to every door.

The cadet shook his head. "No, I don't. I only know twenty-seven alien languages and none of them look like _that_. It's definitely not Nemuinan but I don't know what else it could be."

Ben blinked, taken aback. "Twenty-seven?" He echoed, jaw unhinged.

Based on the noise that Popigai made — nothing that a human was capable of, but somewhere between an insectoid chir and a wolfish growl — he didn't find the number to be all that impressive. "I know, it should be higher, but I slacked off at the Plumber Academy when it came to languages and the hands-on stuff. I was sort of obsessed with cramming in all of the math and science courses." He let out a wistful hum. "So many fascinating physics lectures."

Swallowing a grimace, Ben resisted the urge to roll his eyes. "Yeah, sounds... _riveting_," he agreed half-heartedly. He couldn't deny the fond squeeze in his chest, though. Popigai reminded Ben a lot of Rook and it was that familiarity that he was drawn to more than anything.

The new hallway that they found themselves in was indistinguishable from all of the others before it. There were twenty doors on each side, all spaced evenly apart, and all with a simple side panel to act as a form of security. Some of them might have been locked, but Ben doubted that it would be much of a deterrent for Popigai.

The floor was dark metal, the ceiling was identical, and the walls were a bright shade of off-white that reflected the artificial lighting in a way that made Ben's eyes ache when he looked directly at it. The result was that everything was too dark and too bright and the walls constantly felt as though they were closing in. Though, that might have just been Ben's paranoia. He found himself continually listening for the flap of wings but the only thing that ever greeted him was the near-silent hum of the fans in the air ducts above them.

"Well..." Ben threw an uneasy look over his shoulder but, as expected, the view was the same behind them as it was in front of them. "We should probably start searching. Here's good." Popigai stopped walking but didn't make a move to start opening any doors. Frankly, Ben didn't blame him.

The Petrosapien shifted and, his voice so soft that Ben barely heard it, mumbled, "Does it feel like we're being watched?"

A glint of metal flashed off of the ceiling. Ben stared directly at the camera at the end of the hall, watching as it stayed focused right on them instead of rotating to view its surroundings like all of the other cameras did.

"No," Ben answered. He tore his gaze away from it, focusing on the goal. He had to keep Popigai focused, too. "Do you think it'd be easier if I took one end of the hallway and you took the other? I can stand, y'know. My legs are perfectly functional."

He had barely even finished before the cadet was shaking his head. "It's only ten doors. No offense, Ben, but I feel much better with you not pushing yourself than I would cutting a few seconds off of an already quick search." Popigai sighed. "Honestly. I'm beginning to think that you have some sort of death wish."

Based on the way that last part was muttered, Ben wasn't meant to hear it. Which was good, because he wouldn't have had any idea how to reply.

"Fine, I'll stay put, _mom_," Ben snorted. Nonetheless, he pulled himself higher up on Popigai's back so that he could get a good look at what they were facing. "But just so we're clear, I'm jumping out of the nest as soon as I see even a hint of a threat. It's do or die, my friend. Time to see if my wings will let this baby bird fly or not."

The look on Popigai's face made Ben grin despite himself. The Petrosapien turned to look back at him as best he could, scrutinizing Ben for a moment before saying, slowly, "Humans don't have wings."

Ben shrugged — he had found his good mood and wasn't about to let that mask slip so easily a second time. He affixed a confident smile to his face. "Sure we do," he said flippantly. A quick lie would be easier than trying to explain the human metaphor for baby birds leaving the nest — Ben had tried it with Rook too many times to count. "Once we reach a certain age, we form cocoons around ourselves and go through an incredibly painful metamorphosis that lasts an entire week, but we come out of it with wings and the ability to spit acid through our eyes."

"I don't think that's…" Popigai began, looking reasonably doubtful, but Ben cut him off.

"Look, do you want to argue human anatomy with an expert on the subject, or do you wanna get off this glorified torture station?" Ben asked, clasping Popigai's head and turning him around to face the front again. "As much fun as that first option sounds, I think I've had it up to my wings with this place. Let's make it quick."

That was good enough for Popigai apparently. He nodded and turned his attention away from Ben and to the doors. Nothing more needed to be said. The touch-pad to open the door was crushed with a distracted nudge of Popigai's palm and the first room turned out to be a very alien-looking bathroom. The second one was a viewing deck to overlook a massive docking area below, complete with a control panel for the dangerous and heavy-looking machinery. The third door revealed a weapon's storage that had been stripped of anything even remotely useful.

Though he had never been fond of blasters or guns, Ben found himself longing for one. He would never prefer fighting that way when compared to going alien, but it would be useful to be able to defend himself, no matter the circumstance. _Especially _given the situation.

Eventually, on the seventh door, they got lucky. The steel slid to the side to reveal a room filled to the brim with consols, control panels, radio gear, and blinking dials. Ben let out a gasp and quickly slid off of Popigai's back. He hit the ground with a muffled grunt as the landing jarred his wound, which was probably the only reason that Popigai knew Ben was standing at all, given that the teen weighed next-to-nothing to him.

"_Ben_!" The cadet hissed, sounding so much like Rook's nagging that it made Ben's chest twist with too many emotions to describe. "What are you doing? You won't know how to work any of that stuff," he protested in a whisper, reaching for the hero again, but Ben darted around him and squeezed into the comm room.

"Stop being such a nanny," Ben shot back. "This room's tiny. I think I can handle a few steps. And, hey, if I pass out from the pain or whatever then I won't be able to protest you carrying me around some more." He flashed a grin that had no effect on Popigai before adding, "Also, why are you whispering? We're the only people here."

Popigai scowled, apparently not believing what he could see with his own eyes. He was quick to relax, however, joining Ben inside the room to run his hand over the equipment. "We're in luck," he stated. "It's all still on. We won't have to waste time letting it all heat up."

There was a single chair set in front of the computers that neither of them took. Ben left it where it was, on its side, mildly thankful that it hadn't broken anything when the lack of gravity left everything up in the air. It was just about the only thing in the room that _wasn't _bolted to the floor, or at least attached to something else.

"Can you work this stuff?" Ben asked as he watched over the cadet's soldier. Like Popigai had mentioned earlier, it was quickly made obvious that Ben had no idea how any of the equipment worked. He couldn't read alien languages but even if he could, the set-up was nothing like those old radio set-ups action heroes were always desperately fiddling with in movies. Everything was sleek and new, blinking or flashing or both, and Ben had no idea what was a knob and what was a button.

Thankfully, Popigai did. His answer to Ben's question was implied as he began quickly adjusting dials and flipping switches. He grabbed something hanging from a secured hook and it took Ben a few moments to realize that it was a small speaker.

"Is it alright if I use your name once I get connected with the closest Plumber outpost?" Popigai asked over his shoulder. "I get the feeling that saying "Ben Tennyson" will get much more attention than simply announcing that a nameless Plumber cadet from Petropia is in need of assistance."

"You're damn right about that, at least," a deep voice chuckled from the doorway. Ben dropped to the ground a split-second before a peranite shard embedded itself in the wall across from where his head used to be.

A flurry of crystal clanged off of Popigai's equally-hard skin. It probably didn't feel too good but, when he dropped down next to Ben, using the radio control panel as a defensive guard, Popigai was still in one piece and not bleeding out, which was a positive. They shot each other panicked looks. Popigai lifted a hand up to try and touch the control panel, only to be met with another shard. It buried itself in the console a mere inch from the cadet's fingers and Popigai was quick to retract his hand.

"Now, Ben," Argyle called out as he stepped forward, "surely we can resolve this like diplomats. I've watched you drag blood trails over this station for the last few hours over the cameras. I don't think that either of you is wanting to fight me right now, not that it would be much of a fight. If you're willing to cooperate for once, I'm sure that we could work something out, couldn't we?"

Scrambling for a plan, Ben risked a glance at Popigai. The Petrosapien was shaking his head rapidly, mouthing something that looked an awful lot like, _"Don't, he's lying, you'd have to be suicidal to even consider—"_ but Ben didn't stick around to get the full message. Clutching his side, he popped the Omnitrix's dial and swung out from behind his makeshift shelter with his hands held above his head.

With his hands held the way that they were, the Omnitrix core was tactfully hidden from Argyle's view. That was probably the only reason that the teen wasn't blasted wide open the instant that he stepped out. Well, that, and because he slid a few inches to the left just as a chunk of peranite shot by his head.

It was difficult to swallow his uncertainties, but Ben rolled his eyes as though his heart wasn't slamming in his throat and forced a laugh. "What are you gonna do, Arggie? Kill me? You had plenty of opportunity to the last week I've been stuck here. What changed?"

Argyle stood with both hands melded into sporadic, jagged peaks. Each of which was prepared to be launched at Ben's head with the slightest twitch of the wrist. There was a familiar scowl on his face. He looked as untouchable as he did the first day that Ben was dragged onto the station — smug and self-assured, as though he was holding the universe in his palm and was the only one who knew it. He hadn't stuck around Ben's cell as often as his teammates had but that didn't mean that they never saw each other.

It was just that, each time they _did_, Argyle remained unchanged. He was as static as diamond itself, so certain that he'd already won that no other possibilities existed for him.

Even at that moment, with Ben free from his restraints and fingers twitching to slam down on the Omnitrix, Argyle didn't seem worried. In fact, the glare that he gave Ben — looking for all intents and purposes like he was living through a life-long fantasy — sent shivers down the hero's spine.

"Murowa wants you alive," the former Magister said after a long pause. He was eyeing Ben's side, as though trying to gauge the full damage of the wound through a bloody shirt and the alien bandaging that had been used. "Personally, I'm with you. I don't see that point. I don't think that we _need _you," he sneered, "especially when all we're doing is inviting more trouble from the Plumbers. I think that if we dumped your body off on the next planet and scattered pieces of the Omnitrix on Azmuth's doorstep, we would be far better off. They could lament that at least you had a hero's death and leave us alone."

Somehow, Ben managed a smile. "Well, points for originality. Most guys who try to kill me want to use the Omnitrix for themselves. At least I can say that I haven't heard this evil monologue before."

"I'm not going to waste my time on the Omnitrix," Argyle said shortly. "Why would I need it? Look around you, Tennyson. Look at all that I've done _without _it. It wouldn't work for me, anyway. I don't need to waste my time when ending this is as easy as shoving my hand through your throat." He leveled his arms at Ben's head as if to emphasize that, eyes narrowed.

Despite that threat, Ben didn't falter. He eyed the shards of peranite warily before dragging his gaze back up to Argyle's face. "If it's so easy, why haven't you done it already?"

Out of the corner of his eye, Ben could see Popigai silently freaking out — gesturing for him to move away or trying to mouth for him to _shut up _before things got any worse — but all of those things went ignored. Ben knew what he was doing. More or less.

Sure enough, just as he expected, Argyle's eyes flared and his arms tensed a split-second before he let another bundle of peranite shards fly. Ben threw himself out of the way barely in time to miss, smacking the Omnitrix dial against the desk as he rammed into it. His side throbbed, aching in protest, but the transformation washed over him with a familiar tingling and it faded.

His vision narrowed to a wide point, skin softening until it became pliable and rubbery. Color faded out of the world surrounding him, popping out as shades of green and blue. Spores burst out on either side of his elongated spine, trim body slimming yet further to be as wispy as a willow tree. Ben shot up several more heads and his feet slipped into his body as his legs split to add two extra appendages. His four slender fingers became nearly a foot-long and razor-sharp. Despite the fact that Ben hadn't been Wildvine in a few months, easily, his plant-like body felt more natural than his human body had for the last day. The pain ebbed away, not completely fading, but it felt like lifting a massive weight that he didn't even know he had off his shoulders. He let out a deep breath and, ignoring the twinges of discomfort in his abdomen, turned to Argyle with a smirk.

Finally. A body that _wouldn't _be useless.

A flurry of peranite shards met him and Wildvine twisted out of the way of each of them, a tangled braid bent back and doubled over in on himself without any aches or pangs at all. He knew that he had to get Argyle out of the room so that Popigai could access the communications, but his thoughts never progressed far enough for the plan to leave his lips.

He risked a glance at the cadet still huddled behind the control panel — a rookie mistake — and the ground ruptured and rolled beneath Wildvine's thin legs. Crystal sprang out of the metal, folding in on itself and breaking into pieces so fine that, right before he fell, he had the fleeting thought that it looked a lot like rain.

One of his arms snapped outward, fingers curling around Argyle's waist and giving a good, hard yank. The Petrosapien sharpened his arm into a blade, digging it into Wildvine's wrist until he was forced to retract it. Plant matter and light-green material that instinctively made a Florauna feel queasy leaked out, hand hanging limp, but the damage was done. Wildvine's body had already begun to knit itself back together even as he fell. Thanks to his impromptu actions, Argyle was right behind him, murder in his eyes.

The ground snapped into reality like a bucket of cold water. Thankfully, Wildvine didn't have any bones. If he had, some of them would have been broken. Not even a second after he hit the steel floor of the hanger beneath them, still too dazed to scrape his body up from where he'd splattered, Argyle crashed only a few feet away. Bits of the floor bounced off of Wildvine's rubbery skin and he pushed himself up despite the overwhelming desire to rest. Moving shot a spike of pain up his side and Wildvine instinctively clutched at the stab wound. Risking a glance at Argyle showed that the man had hit the ground flat on his back, as woozy as Wildvine was, so he snuck a glance at the injury.

The wound in his side appeared as two neat gashes where the darker-green of Wildvine's epidermis and collenchyma had been sliced away to reveal the xylem fiber and pith underneath. The vessels and tubes were leaking nutrients, which wasn't good, but at least it looked like Floraunas were more durable than humans.

Faint, wispy hairs lined the outside of Wildvine's entire body, giving him an almost fuzzy appearance. They twitched as something in the air shifted and, completely without thinking about it, Wildvine flung himself to the side in time for Argyle's fist to slam into the ground where he had been sitting. He didn't have a heart to rapidly pound but Wildvine felt a rush of something vaguely like adrenaline when he realized how close he had come to being crushed. His tendrils grasped a construction-grade crane hanging from supports in the ceiling and pulled his body up easily.

From his vantage point, Wildvine could only spare a second to catalog his surroundings. Like he already knew, he was in a hanger. Balanced on the curve of the crane's hook, he was level with the comm room where Argyle had managed to get the drop on him to begin with. Behind the tinted-window, he could see Popigai rushing around in a fit and hoped that the cadet was finding a way to get in contact with the Plumbers.

The crane that he was perched on began to shake and tremble. Wildvine curled his razor-like fingers into the steel ceiling of the hanger just in time for peranite to grow like a weed out of the crane's mechanisms and send the hook slamming into the ground several levels below. It crushed many boxes of supplies on impact, making an echoing, thundering crash. The noise bounced around the huge, silent room in a way that had Wildvine grimacing.

As far as he could tell, the hanger was for moving goods and supplies efficiently, not so much for loading them on and off of spaceships. Or, at least, Wildvine didn't see any doors big enough to cram a ship through. He tried to find anything that could be useful in a fight but came up with nothing. It seemed doubtful that throwing crates at Argyle would have much of an effect.

That being said, Wildvine wasn't about to surrender or run away. Not that either of those was an option. He was forced to quickly swing himself to the side, fingers piercing the ceiling over and over as he pushed himself forward to avoid getting hit by peranite shards.

"_Woah_!" Wildvine exhaled involuntarily as Argyle flew threw the air, narrowly missing cutting the Florauna's arm clean off with his pointed hand. He eyed the ex-Magister, watching as Argyle furiously landed and, immediately turning back to Ben, again launched himself upward with a jerk of the wrist and a carefully-angled peranite platform that formed beneath his feet.

The second time that Argyle reached his height, Wildvine was quick to wrap his vines around the man's waist, plucking him nimbly out of the air. With his arms pinned to his chest and tightly bound, Wildvine squeezed until he heard a crack. Where, he wasn't sure, but he knew by the gasp of pain on Argyle's face that it couldn't have been anywhere good.

"_Feel like giving up and letting us go?_" Wildvine asked in his low, gravelly voice. He gave another squeeze of his tendrils for emphasis.

The look that Argyle gave him was nothing short of withering. He spat in a mixture of disgust and hatred. "Not even close," Argyle hissed. "Not until you're bleeding out, Tennyson." His body stilled and, before Wildvine could react, spikes of peranite burst forth from all over his skin, shredding the vines with ease.

His hands pulled back, a mild noise of pain and shock slipping from Wildvine's lips as Argyle plummeted to the hanger floor beneath them. He flailed in the air for some semblance of control, but in the end, hit the ground feet first. Wildvine flinched reflexively as Argyle's knees gave out and he crumpled to the ground. He almost felt bad for the guy, but it was soon made clear that such an injury wasn't going to hold him back.

Even as Wildvine lowered some to see if he could get a good look at Argyle and check for injuries, the Petrosapien was rolling to his feet. The slab of peranite that he had used to launch himself into the air was ripped out of the bent metal it grew from with a flick of Argyle's wrist. He clenched his fist and Wildvine barely had time to yank himself to the right and out of the way as the chunk of crystal buried itself in the ceiling with a sickening crunch.

"_Wow. Intense,_" Wildvine muttered as he eyed the hunk of rock that could have easily crushed him. He knew that Swampfire could have survived such a blow but Ben had never had such near-brushes with Wildvine and he wasn't eager to start field-testing the durability of a Florauna.

Clearly, though, hanging around the ceiling wasn't accomplishing anything for either of them. He shot one more look at Popigai's silhouette, hoping that the cadet was already talking to the Plumbers, and dropped.

His four legs twisted together, tapering off to a razor-sharp point. Wildvine shoved himself downward with as much force as he could muster, narrowly missing the top of Argyle's head as the ex-Magister instinctively ducked and rolled out of the way. All Wildvine succeeded in doing was kicking up more bits of metal, digging himself into a small crater.

Even with his tendrils a little bit stuck, he flung himself to the side to avoid a slash from the sword Argyle had made from his arm. It cut through the air with a startlingly loud whish, so thin that it practically disappeared when viewed from the side and razor-sharp.

Seeing the look on Wildvine's face, Argyle grinned. "It's not going to be as satisfying with you in that form, but I'll take what I can get," he said as he made a clean, frenzied slash for Wildvine's neck.

Finally pulling his tendrils free, the Florauna twisted back and caught himself on his hands as the blade sailed through the air above his chest. Two of his legs left the ground, twisting around Argyle's arm as he went to pull it back. Before he could cut the vines on his crystals again, Wildvine squeezed as hard as he could, earning himself the gratified sound of shattering glass as he flipped Argyle over his body and slammed the man into the ground.

Straightening back up, Wildvine pulled his tendrils back to his body and took a moment to gauge the state of his opponent. Argyle's arm was sporting ugly cracks, racing from his shoulder to his elbow. Everything below that was gone. It was with shock that Wildvine noticed the severed arm laying on the ground a few feet away from him.

He didn't get long to think about it. Argyle was pushing himself up, seemingly unphased, but somehow even more furious than before. His good hand clutched his stump arm, which looked like nothing other than a busted crystal. The injury leaked more of the weird, clear blood that Petrosapiens possessed. The air reeked of sulfur. It cracked constantly, already growing back slowly. If Wildvine had a stomach, he thought that he would have been sick.

"_I'm—_" he started but didn't get any further.

"—going to pay for that!" Argyle finished, launching himself at Wildvine and he jammed the bloodied, jagged end of his stump into the Florauna's gut.

He didn't have proper lungs as a living vine, but pain shot up Wildvine's body all the same and the thin, wispy layer of healing plant material that was keeping the gashes in his side from spilling everything out burst open. He gasped reflexively, more surprised than anything.

Thoughts spinning, Wildvine didn't even try to defend himself when Argyle grabbed him by the back of the neck and slammed him down. His one enormous eye was crushed against the man's rock-hard knee. That time, the noise that Wildvine made was _definitely _one of pain. He had managed to snap his eye closed in time to avoid getting it gauged out but it was so tender that it hurt to blink and his head was pounding. Was it possible to bruise an _eye_?

He didn't realize that he was on his knees until Argyle's feet swam into focus. More of that clear blood was splattering onto the floor, coating Wildvine's fingers where they gripped the ground in front of him. It took a monumental amount of effort to convince himself to release his death grip on the floor.

"I wish I could say that it's been fun, Tennyson, but it hasn't. Nothing would bring me more joy than your demise," Argyle was saying above him when Wildvine finally tuned back in. He sounded out of breath, and maybe it was only imagined, but his voice almost trembled. "I think it's about time we ended this."

Shaking his head helped clear the cobwebs mucking up his thought process. Wildvine lifted his head, blinked once up at Argyle, and smirked. "_I couldn't agree more_," he rasped. "_And I accept your surrender._"

Before he could see Argyle's reaction, Wildvine lashed out with his hands, slashing the man across the face and throwing himself backward and away. With a few more feet between them, Wildvine was more or less standing when Argyle again rushed him.

That time, he was prepared. Wildvine grabbed him under the arms with the tendrils that made up his legs, violently twisting him and hurtling his body upward. Argyle hit the ceiling, furious and dazed, but even as he came crashing back down Wildvine could tell that neither of them was winning.

Petrosapiens were simply too durable and Floraunas were obviously not made to exploit their weaknesses.

Wait.

_Their weaknesses_!

A grin stretched Wildvine's thick lips around rows of yellowed, pointed teeth. He could feel his body weakening as he lost more and more nutrients, but he knew a form that was perfect for dealing with Petrosapiens and didn't have the drawback of bleeding.

As gravity slammed Argyle into the steel floor, the man quickly getting back to his feet with determination, Wildvine slapped the Omnitrix symbol on his chest. As the green light washed over him, the aches and pains in his body became a thing of the past.

Like becoming Echo Echo, Ben felt his insides hollow out and evaporate. Only, instead of being filled with sound, he was empty: painfully, achingly _empty_. His organic features smoothed away, metal and rock taking form instead. Underneath his bodysuit, the wound that Ben had been dealing with disappeared completely. In his current form, he couldn't have skin abrasions or internal damage if he didn't have skin or insides. His body expanded and grew smooth, simple shapes replacing the unpredictability of nature, until Gutrot flexed his gloved hands and powerful arms.

He took a deep breath, feeling his insides swirl with oxygen, carbon dioxide, sulfur, and dihydrogen monoxide vapor. The alarming feeling of emptiness ebbed away and, had he a mouth, Gutrot would have been smirking.

Seeing his transformation, Argyle hesitated a moment, only to scowl. But he didn't move any closer which was probably a good sign. "A Sontaring?" He snorted. "Creative, Tennyson. But you'll have to do better than an overgrown chemistry set to beat me in a fight."

Gutrot grunted in disinterest as the pumps on his hands and shoulders began to suck in air. He could feel his body heating and shaking up as he rearranged elements at the molecular level in the tiny, confined space of his chest cavity. "_That's what I'm working on_," he snapped irritably. "_Give me a minute, would ya?_"

Evidently, Argyle was not feeling very charitable. With his torn right arm still in the process of regrowing, he used only the left to aim a blow at Gutrot's head. The Sontaring took the hit without staggering. Shocked, Argyle's eyes widened. He tried again, to receive the exact same effect. Gutrot was no longer paying him any attention.

"_Some acetone, tetrachloroethylene… ooh, can't forget the urea! A dash of hydrofluoric acid and… _voilá_!_" Gutrot chuckled and let the hatch on his stomach swing open. A soft, yellow-tinted gas drifted out, lazily beginning to fill the room. "_You remember your old friend, chromium iodine para-dichlorobenzene acid, don't you, Argyle? Or maybe you'd only know it by its common name: Red Sleep venom._" He waved his hand dismissively through the red plum building in front of him. "_In gas form, of course_."

Horror flickered across his face and Argyle quickly stepped back, letting out a pained noise as though burned. Or, maybe he actually was burned. Gutrot saw him curl his arm to his torso, covering his body protectively as his steps away quickened.

"You'll pay, Tennyson," Argyle hissed. His eyes flickered around, worryingly watching the Red Sleep venom in the air dissipate and gradually work its way closer to him. After a moment, he must have decided that his life was more important than hanging around any longer and getting himself permanently scarred. "This isn't over. We'll meet again. Soon," he promised. Swinging around, Argyle didn't bother to use a door or look back — he body-slammed the wall and the steel caved under his force, peeling away to reveal the hallway hidden just before. And, like that, Argyle was gone.

A part of Ben felt good to be rid of him and to have given Argyle a taste of his own medicine. But a bigger part of him stared at the sizzling, red-tinted slurry dripping behind Argyle like blood splatters and couldn't help but think that his actions had left a man permanently disfigured. Even if it was just a scar on Argyle's arm, Ben knew that his body would never function the same way again. And that was no one's fault but Ben's.

His transformation timed out, leaving him a human in a mist of deadly venom, but Ben started at the ground and didn't really notice. The guilt of his actions the last few weeks was clawing at his throat, making it hard to breathe.

As Echo Echo, he had shattered a man's face. As a human, he had gauged a woman's eyes out. He couldn't say that it was his alien forms being violent when Ben was clearly making the decision to be ruthless. Cruel, even. He flexed his hands experimentally, blankly watching the vein's twitch under a thin layer of skin and the way his fingers were trembling.

He kept hurting people. Did it matter? Did it make him worse than the people he was fighting? It certainly didn't make him any better. Ben knew from the sick feeling in his chest that he didn't _enjoy _hurting people. But did he have a choice? Maybe if he had been _better _— faster, smarter, stronger, more capable in some area that he was lacking — he wouldn't have had to resort to such actions. If he had been more of a hero, somehow, then _maybe_…

The sound of shattering glass caught his attention but it wasn't until the frantic shout of _"Ben!"_ that the teen actually turned his gaze upward.

The comm room that he had left Popigai in was short a window. Dark, tinted glass speckled the ground several levels beneath, along the floor of the cargo hold. It didn't take a genius to figure out what had happened, as if Popigai's closed fist wasn't enough of a clue.

Ben cupped his hands around his mouth so that his shout would carry up to Popigai's level. "What is it? Did you get in contact with anyone?"

The volume of his own voice made his head throb. The rush of adrenaline was fading as exhaustion settled in, heavy and unshakable on Ben's shoulders. He held himself very still, knowing that any twitch would send his side flaring in pain. He didn't have to lift his shirt to know that the transformations had messed with his stitches somehow — whether they were out completely or only loosened, there was still blood leaking down Ben's shirt. Thick and warm, like syrup. It made him weak at the knees and his eyelids weigh as much as worlds, but Ben kept his eyes open. Whatever Popigai wanted was _important_. He could wait.

"_Yes_!" Came Popigai's enthused reply and Ben felt a relieved smile split his face. "I bypassed the security block and got in contact with the Plumbers to send for help! After they got our coordinates, they agreed to let Magister Tennyson know and send reinforcements!"

Some fleeting, hoping part of Ben wanted to ask if they could get in contact with Gwendolyn or Rook at all. They had communications, didn't they? Rook had had a headset and microphone the last time that Ben saw him. Which meant that they were on some sort of frequency. He wanted to hear from his friends more than anything.

And Ben might have asked about that, but his tongue felt too big for his mouth and his lips were drier than sandpaper. He looked up at Popigai and the distance between them was suddenly dizzying. _Really _dizzying. Or was that because his vision was spinning?

He squinted up at the small, purple-ish spot that he knew to be Popigai and tried to look happy. He was, really, it was just sort of hard to put those emotions onto his face. His body felt like it was someone else's.

Moving on instinct, Ben activated the Omnitrix. The playlist swam in and out of focus so he hit it without thinking and hoped for something that could fly.

Unlike with most of his transformations, the aches and pains didn't leave as Ben's body became something else entirely. He couldn't even think about the fact that he was growing talons and rubbery wings — he couldn't, not when the searing agony in his side nearly sent him to his knees.

He had the vague thought that he had turned into Jetray, but honestly, Ben didn't care. It was taking all of his focus to stay awake and keep the transformation going. He didn't look down at himself, knowing already what he would see and content with not knowing what color Jetray bled.

Flying with a hole in his abdomen was, admittedly, not the best idea. Even through the fog gradually seeping into his thoughts, Ben remembered enough about basic anatomy to know that what he was about to do was going to _hurt_. A lot. But he also knew that Popigai was a Petrosapien and Ben had just filled the room with concentrated Red Sleep venom, so he couldn't wait around and let Popigai try to reach him.

He forced his wings to flap, each push more excruciating than the last, but even as his heart started to feel like it would give out, Jetray's talons curled around the broken window frame and he lifted himself into the comm room with a barely-concealed groan of pain.

Thankfully, Popigai didn't seem to notice. He had moved back over to the radio and was talking animatedly to someone about something. The details were a little difficult to come by. To be honest, Ben couldn't register much of anything outside of the ringing in his ears. He had never known a pain so all-consuming that it made him forget how to use his eyes.

But that was exactly what had happened. Ben blinked, trying to steady himself, and then Popigai was right in his face and grinning.

"...and the Plumbers said they'd be able to catch up to us when the station stops, which it inevitably will if there's any hope at getting repairs for a good fourth of this thing," Popigai chattered on. It must have been difficult to read an Aerophibian's expression because he said nothing in response to Jetray's grimace of pain. Maybe he was bleeding red, too — it was probably hard to see against the color of his stream-lined, crimson body. "But then I switched frequencies and… look! Take the microphone! Look who I managed to get into contact with!"

He grabbed Jetray's winged wrist and didn't even flinch when the Omnitrix timed out and Ben's hand turned from webby and clammy to dry and skinny right under his touch. Instead, he shoved Ben down into the single chair set up in front of the control panel (torn up from the peranite shards that Argyle had been flinging, but it felt indescribably good to sit down) and crammed the headset down over his ears.

Hesitant, Ben licked his lips and paused. He didn't trust his voice, but Popigai was looking at him expectantly. And as soon as his enthusiasm wore away, he was certain to notice the copious amounts of blood leaking out from underneath Ben's shirt. He touched two fingers to the microphone and managed, "Hello?" He winced at the way his voice cracked.

"_Ben?_" The voice on the other end of the line knocked the breath out of him.

It took an eternity for him to find his voice again. "Gwen?" He muttered in disbelief. It couldn't be. It was too good to be true.

But the noise that came from the other end of the line could only be his cousin's squeal. And Gwen hardly ever squealed, so it had to be a big deal. Ben found himself smiling, though it probably came out as more of a wince as he clutched at his side.

"_Oh my God! Ben, I was so worried! Popigai said that you were with him, but I just couldn't—_" She took a deep breath and continued, slightly calmer, "_Are you alright? What happened?_"

"I'm fine." The lie slipped out so smoothly that Ben didn't even think about it. "What about… Kevin and Rook? Last I saw them, they…" He didn't finish. Gwen sounded so happy to hear from him and it crushed him to think about disappointing her.

"_They're alright. They're here with me_," Gwen reassured him. It was only six words, but Ben slumped back in the chair as though the weight of worlds had been taken off his shoulders. "_As soon as I dropped off the Petrosapiens we managed to rescue, I turned right around. Rook got in contact with me and let me know what happened so I picked up him and Kevin and we've been trying to catch up with the station ever since. We think it's going to the next galaxy over._"

"That's... _great_!" Ben managed, short of breath. He shot Popigai a reassuring thumbs-up.

There was a pause and the sound of muffled speaking on the other end of the line. Ben easily picked out Kevin's laughter and Rook's deeper voice. The sound of something so familiar and peaceful might have made him tear up, had Ben not already been putting all of his energy just into keeping his eyes open. "_Ben? Do you want to talk to Rook? He's worrying himself sick and driving Kevin crazy_," she said with a tease. And if it was forced, then Ben was alright with that.

There was only a split-second where Ben was uncertain. He swallowed his anxiety and breathed, "Yes."

The microphone switched possession. Ben heard Kevin chuckle and say something that he couldn't make out. Then there was Rook's voice, sounding breathy in that way that meant his friend was terrified and trying hard not to show it. "_Ben_." Rook said his name as a sigh, as if finally satisfied with a conclusion that had been long overdue. "_Are you certain you are alright? Popigai mentioned that you were injured and fighting._" A pause. When there was no answer, he tried again. "_Ben?_"

_'I'm fine,'_ Ben struggled to get out, but his lips and tongue didn't want to do what his brain was telling them to. He let his eyes close. Someone was shouting his name — more than one person by the sound of it — but it felt fuzzy and far away, like they were talking to someone else.

He tipped over the side of the chair, somehow convinced that if he could just sleep for a few minutes, everything would feel so much better. The floor came rushing up and Ben didn't fight it. He was unconscious before he hit the ground.

* * *

**A/N: Plot twist: he's actually not fine.**

**Chapter Thirty-Two: **_**Bite the Bullet**_


	35. Bite the Bullet

There was a blur of colors and noises, all smeared together into a sensory nightmare that made Ben fight to go back to sleep. Purple and red and white, and spinning and mixing like clothes being tossed around a washing machine. The silence was deafening, making his ears buzz, but beyond that Ben could barely make out someone yelling. He had to strain to hear and even that was far too loud.

His head was pounding as though he'd been knocked over the head with a bus. And he knew what that felt like from experience, thanks to an embarrassing encounter with Dr. Animo. Ben had the thought that he should tell the voice to shut up. He did try, but he couldn't feel his lips or hear himself so he wasn't sure if it was working or not. But the voice got louder still, a deafening whisper, so he didn't think that he had been successful.

Hands grabbed his shoulders, cold and bony. They were shaking him, Ben could tell, but the rocking motion didn't register. Mostly, what Ben noticed was that the colors were swirling more rapidly than ever. He saw grey and black and gold, flecked in with everything else. He squinted, trying to see the shapes of everything more clearly, but that made the blur over his eyes worse so he gave it up. In a way, he wasn't too upset. He couldn't feel much of anything, which was nice. Ben had the distinct memory that he had been in a lot of pain very recently and wasn't excited for a repeat event.

He tried to close his eyes, but the shaking grew in intensity and the colors mashed together into an ugly shade of carob brown. It was almost as though the world was angry with him for being tired. The thought made Ben chuckle, which seemed to appease whoever was shaking him. The hands eased him down, though Ben hadn't been aware that he was sitting up.

Flat on his back, some sense of touch was beginning to return. Ben licked his lips and realized that, not only could he feel it, but his mouth and throat all the way down to his stomach was horribly dry. The table he was on was cold and the chill leached into his skin with no shirt or blanket to stand as a barrier. Ben stiffened in discomfort. He had only been awake for a few minutes and was already regretting the decision to open his eyes. Maybe if he had just laid still, he would have been allowed to go back to sleep.

The hard hands from before returned, far more gentle in their touches. One hand propped itself under Ben's head, tilting him forward and up a little bit, while the other brought the rim of some sort of cup to his lips. The shape and texture wasn't pleasant to drink out of, but as soon as water slipped down his throat, Ben forgot all about it. He was too exhausted to bother grabbing the cup and swallowing it all immediately, so he laid still and thoroughly enjoyed every second that was spent with the cup tilted toward him. When it was eventually pulled away from Ben, it was because it was empty. His muttered, disjointed protests that probably made no sense were answered and he was rewarded with a second drink.

He could hear well enough to know that the person cradling him like a newborn was a man but not well enough to know what was being said. Was the man talking to himself, talking to someone, singing, humming, having a computer take notes for him? Ben couldn't say.

After the second cup, it was apparently decided that he couldn't have any more water. As he was laid back down, Ben tried to stretch out only to be met with a stabbing pain that shot up through his abdomen and spine. He groaned and went still.

Unfortunately, the hands (which Ben was now awake enough to realize had to belong to a person, though he couldn't place _who_) took his movement as permission anyway. They propped up his shoulders and pushed up insistently. Unsupported, Ben's head lolled back against the table. He couldn't stop the flare of annoyance he felt. First he was supposed to lay down, now he was supposed to sit up. Couldn't whoever-it-was make a decision and stick to it?

Besides which, sitting up meant using his stomach muscles to hold himself there and Ben didn't even need to _try _to know that doing so would be painful beyond belief. The frustration drove him to push back against the hands trying to lift him away from the table, cool and uncomfortable though it was. But doing _that _only made the person respond with more force. Apparently, "no" was not an acceptable answer.

The noise that left Ben's lips was an instinctive groan that rumbled in his chest and had nothing to do with the conscious desire to make noise. It seemed like every little twitch and whimper he made was met in kind by the person trying to make him stir. There was no end to it. So, fed up and in pain, Ben forced himself to move.

That simple decision made everything _snap_. His eyes were already open, but in an instant, all of the spinning colors clicked into their proper place and the echoing noises became one voice and the distant discomfort became a burn so acute that it made Ben choke on a breath and shoot straight up, grasping for something to anchor himself and chest heaving for oxygen that wouldn't come as the chill in the air hit him like a brick to the head. Hair hung in front of Ben's eyes, a few shades darker and plastered to his skull with the cold sweat that soaked his body. He focused on that because if he focused on _everything else_, he knew he would pass out again. The nausea was already threatening to bring the water he had swallowed back up.

"Woah, easy. Careful not to strain yourself, Ben," a voice muttered next to his ear. Sharp hands that felt like ice on Ben's heated skin settled onto his shoulders, jagged thumbs rubbing soft circles into his skin.

Nothing else was said, which was a relief. Ben closed his eyes against the brightness that made his eyes sting and focused only on what he could feel. His entire body was stiff and aching, but the pain in his side was still the worst. Nothing new there. He ran his fingers over the metal table he was sitting on. He felt his hair brushing his forehead, the Omnitrix heavy on his left wrist, the air on his bare torso, his pants and shoes weighing down on his tired legs, the comforting presence of having someone next to him… Those things, Ben listed in his head on loop like a mantra before he eventually trusted himself enough to speak.

"_Popigai_." He wheezed out the Petrosapien's name and held his breath until the violent urge to cough passed. Once it did, Ben continued. "What… _happened_? I was… we were… and Argyle— Is he still here? Or did I—?"

"Don't force anything," Popigai said with a surprising amount of gentleness. He removed his hands and stepped away, giving Ben room to breathe. "You were out for a while and the medicine that I gave you was pretty strong. Especially for a human. Take a minute to just orient yourself, alright? I managed to scavenge some food when I got the water and having something in your stomach will help you feel better."

All Ben could do was nod, and even that made his head start spinning again. He watched Popigai move away, digging through a small box of supplies. It was only then that Ben began to take notice of his surroundings.

The room wasn't one that he recognized. It almost looked like a cafeteria, only it was far too small. It was lined with metal tables and chairs, which were the only splashes of color against the white walls, ceiling, floor, and doors. The lighting was so white that Ben almost thought the room itself was glowing, before he was finally able to pick apart the details of the circular bulbs that were beating down on them.

They definitely weren't in a medical bay, but Popigai had a pile of medical supplies with him anyway. Ben didn't need to unwind the fresh bandages wrapped around his abdomen to know that the stitches had been redone. It was Ben's fault that they started coming out in the first place but he couldn't help feeling glad that he had been unconscious for the procedure.

Before his thoughts could go any further, Popigai had returned to Ben's side. He was holding something that was probably supposed to be an alien fruit. It had a circular shape and what looked like a peel, though Earth fruit wasn't sky blue and speckled with orange flecks. Hesitantly, Ben took it. He wasn't in any position to be picky. Popigai hadn't peeled it, so he took a bite out of it like he would an apple.

The peel was paper-thin and sticky in his mouth, though smooth in his hands. Focusing on chewing gave him something small to do which, if Ben had to guess, was probably at least part of Popigai's intention in giving him that particular food. It was tasteless but its juice felt soothing on Ben's rough throat so he looked away from Popigai and focused on eating.

They were both quiet while Ben finished the fruit. Once he was done, he felt more awake and less like he was on the edge of a meltdown. Actually, Ben was glad that his memories of waking up were fuzzy and unclear. What little he could remember was embarrassing, especially considering that Popigai was supposed to be able to rely on and depend upon Ben. He couldn't keep wasting their time.

Mind made up, Ben braced himself and swung his feet over the side of the table. He was immediately hit by a wave of vertigo but still met Popigai's look of surprise with determination. "So, what's the plan?"

"_Plan_?" Popigai echoed, incredulous. "We've successfully managed to contact the Plumbers. They confirmed an intercept will be possible once this station docks somewhere for repairs, which they will have to if Rook was right when he mentioned that their target destination is the Andromeda galaxy. In other words, Ben, we have nothing to worry about. There's nothing else to be done until the Plumbers arrive and arrest the perpetrators." He gave Ben a considering look. "And hopefully, bring a human medic to attend to you."

Ben ignored that last part. He was tired of repeating "_I'm fine,"_ and had the distinct feeling that Popigai wouldn't have believed it regardless. "Just because we're getting backup doesn't mean we get to sit around doing nothing," he snapped. "That's just more of a reason we need to go after them. This station is _huge_. When we dock, do you really think the Plumbers are going to have enough people to fully search this place before Argyle and Murowa can get away? And then where will we be? Right back at square one, except we won't have anymore leads. If they can get out of the galaxy, the Plumbers aren't going to go after them. You know that as well as I do." He crossed his arms, scowling, but the seriousness of Ben's point was apparently lost on Popigai.

The cadet shook his head, placing his hands on Ben's shoulders. Surprised, the hero didn't get a lot of time to steady himself and resist before he was being pushed back down against the table on his back. He had never been physically forced like that by an ally before. Even Popigai seemed a little embarrassed by what he had done, though still resolute.

"You're going to end up killing yourself if you keep pushing," Popigai said with such certainty that it made Ben pause. "I talked to Gwendolyn about your injuries and—"

"Woah, you did _what_?" Ben jerked right back up into a sitting position, jaw dropped. Of course, he quickly realized his mistake when white-hot pain stabbed through his abdomen and Popigai had to steady him to keep Ben from toppling off the side of the table. But even so, that wasn't enough to convince him to lay back down. "You can't tell them what happened to me! They don't need to worry about what they can't control, they need to focus on the mission!"

Popigai gave him a thoroughly unimpressed look, face creased with anger. "It was either tell them what happened and get some proper medical advice or sit there and let you bleed out!" He retorted, almost shouting. It was that most he had ever raised his voice to Ben and, a little bit stunned, the teen went quiet. "Gwendolyn gave me some pointers in fixing your stitches and bandaging more thoroughly! Not to mention, if she hadn't helped me pick apart some of these alien medicines to give to you, you would be in _a lot _more pain right about now. So stop being so unreasonable and self-righteous and accept that you're not a god, Ben! You're _human_!"

There was quiet between them for a moment. Ben knew that he ought to keep it that way, that he shouldn't say anything, that he had no business to protest when Popigai only wanted him to be safe, and yet—

"You're wrong," he muttered.

The cadet arched an eyebrow. Which, all things considered, was better than a scowl. "Excuse me?"

"You're wrong!" Ben shouted, hands curled into fists. "I'm not a human, I'm a _hero_! People _rely _on me! I don't get to have these weaknesses and doubts and _fears_! I've got a job to do and responsibilities to look after! I can't be sitting back here doing nothing when people are being hurt! I'm not the priority here, alright? Someone else can take the Omnitrix if anything happens to me, but civilians aren't just nameless, faceless masses of people that heroes rescue and brag about to the cameras! They're _individuals_ and that can't be replaced if I make a mistake! There's just too much riding on this, alright?"

His perfectly logical arguments meant nothing to Popigai, though. The cadet jabbed a finger in his chest though, annoyingly, Ben noticed that he was holding himself back to keep from accidentally hurting the teen. _As if he was fragile_. "You're being self-destructive to a narcissistic degree, Ben! _You can't save anyone if you're dead_!"

"_Narcissistic_?" Ben snapped right back, flushed with anger and embarrassment. "You think I'm doing all of this _for myself_? Do you think I _enjoy _risking my life?"

"Well, you're certainly not doing it for anyone else!" Came Popigai's shout, almost cutting Ben off with the need to spill the protests bubbling in his throat. "I don't want you risking your life! Your friends and family don't want you risking your life! Do you think for even a _second _that your friends would be attempting to break the laws of physics to somehow get here as fast as possible if you _weren't _the one in danger?"

"That's not—" Ben bit his lip. His face was burning, from the back of his neck to the tips of his ears. "They're not coming for me. They're coming for the millions of people who need us. I'm— I'm not _more important _than that."

That made Popigai's expression soften, though not by much. "I'm not saying that they don't care about the people in danger," he soothed, "or that I don't, but I worked with them in setting up this rescue mission, Ben. You're kidding yourself if you think that you aren't or haven't always been the main priority."

Ben went quiet, looking down at the table as he thought. He had always known that he was important to Gwen and Kevin and Rook, and they were important to him too, of course, but he had never heard it spelled out like that before. It was always something that they kept subtle. A cursory "_Are you okay?" _after a mission, wordlessly covering each other in the heat of battle, the unspoken safety net that came with a team as close as theirs, and yet… He had never quantified it in that way.

It suddenly occurred to Ben that, while he had been kidnapped and helpless for almost a week, Rook had been leading a complex and difficult rescue plan. He had united the Plumbers and Arkein, not for the Petrosapien victims, but for _Ben_. And Gwen and Kevin had been at his side every step of the way. A part of Ben felt ridiculous thinking that, as though he was full of himself enough to think that hundreds of soldiers would die for him, but he knew what would have happened if he had been there. If Conway's kidnapping attempt had failed, he and Rook would be right where they started. And regardless of Argyle's plans, Rook would have never been stupid or foolhardy enough to try taking up arms himself.

Not like he already had, anyway. Not like Ben would have done, had their situations been reversed.

Quietly, all Ben could manage was, "Oh."

Popigai set a hand on the hero's shoulder, giving a squeeze. "If they were here, you know that they wouldn't want you to run head-long into a fight with an injury like that." He chuckled weakly. "When I told Gwendolyn the details of what happened to you, I thought she was going to pass out. She was far from pleased."

Despite himself, Ben managed a smile at the mental image. Gwen had been gone for so long that, in a selfish sort of way, it felt nice to imagine her worrying about him like she always used to. "Yeah," he agreed. He didn't look up at Popigai, content to stare at his legs stretched out over the table in front of him. "They wouldn't be very happy to see me like this. But they'd also know that they wouldn't be able to keep me sitting on the side lines. It's not who I am."

A scowl came to Popigai's face, far from the hesitant smile he'd had a moment ago. "I could tie you to the table," he pointed out.

Something inside of Ben flinched. Outwardly, his only reaction was to narrow his eyes and hold up the Omnitrix, fingers already hovering over the dial. When he spoke, his voice was icy. "You could _try_."

There really wasn't anything to say to that, so Popigai didn't waste his time trying. Instead, he was quiet for a few moments. Then, resigned, "Can I at least convince you to nap?"

Sleep actually sounded amazing, but Ben wasn't about to admit that. He looked over at Popigai apprehensively, but still managing a smile — if only for appearances sake. "Sure. After we've got Murowa and Argyle secured under lock and key, I'll gladly sleep for as long as you want me to."

Even as Popigai scoffed, a smile tugged at his lips. "I suppose I should take what I can get. But I will be holding you to that."

Ben grinned. He had gotten his way and, even if his side was already aching in protest, he knew that he wouldn't have been able to forgive himself for resting while Murowa and Argyle were probably torturing those poor Petrosapiens. Considering that Red Sleep was the only real way to keep that species imprisoned, and how its effects were irreversible, Ben wasn't sure that the people he rescued would even been in one piece. That thought scared him more than he wanted to admit. But Ben Tennyson didn't waste his time being terrified: he took action.

"So," he began as he turned himself sideways to face Popigai once again, "the plan?"

There was a moment where it seemed like Popiga wasn't going to answer, but then the cadet heaved out a sigh and deflated. "To be honest, I don't have one. Up until a few minutes ago, the goal was to keep you from killing yourself or letting someone else finish the job, but you threw _that _out the window." He rolled his head in a gesture that was probably supposed to emulate an eyeroll. "If you really want something to do, I suppose we should lay out what we can accomplish. We don't have many resources available to us. _Although_... " He perked up. "There are still some of our soldiers on board that we could probably rely on if we found them."

"There are?" Ben arched an eyebrow. He vaguely felt as though he ought to know that already, but even with his stab wound monopolizing a lot of his attention, his head was still pounding. It was probably a side effect of that weird alien medicine. "Great! Did you get into contact with anyone?"

Popigai gave him a funny look — so they probably had talked about that before — but nodded. "Only a few soldiers were given communications. Rook felt that it would reduce the chances of the enemy being able to follow our movements, otherwise they would be swiping headsets from anyone who went down. But, to answer your question, yes. While I was on call with Gwendolyn, I was on that same frequency, and did actually manage to spend a few minutes talking to someone who stayed behind."

They could have left it like that, but even drugged and in pain, Ben wasn't stupid. He noticed Popigai shifting away and avoiding eye contact. He scowled. "So who was it? Who did you talk to?" No response. Had Petrosapiens possessed lips and spit, Ben was certain that Popigai would have been innocently whistling. Any lingering suspicions that Ben still had were increased tenfold. "_Popigai_."

Throwing his hands up, the cadet let out a surprisingly childish groan of frustration. "Fine! It's not like it's a secret, I just know that you won't like the answer." He shot Ben a fugitive glance out of the corner of his eye. "It was Tetrax. And Conway. They were on the same team together, see. They were in charge of destroying this station's power source. They decided to stay behind just to, you know—" He shrugged one shoulder noncommittally. "—settle some unfinished business."

It took a moment or two for Ben to remember how his mouth worked. "Tetrax is still here," he said slowly. Popigai nodded, a guilty frown on his face. Ben ignored that and pressed on. "And he's working with Conway. The guy who kidnapped me and got us in this situation to begin with. Dozens of Petrosapiens died today because of his actions and you guys are working with him. Willingly. _Gladly_."

A wince. At the very least, Popigai lifted his head to meet Ben's steely gaze. "I wouldn't say "gladly." Gwendolyn especially looks to constantly be on the verge of jumping him, but… yes. We're working with him." He paused. Then, softly, "You can't honestly think that Tetrax hasn't killed more people than that."

And, no, Ben didn't. Instead of conceding the point, his glare hardened. "Yeah, I know. An entire planet-full. I'm sure you remember what it was like to die." Even as the words slipped out, Ben regretted it. Popigai's face twisted into a discontented lour. But he said nothing so, a little shaken and determined not to show it, Ben continued. "So do I. More than once, actually." He shifted self-consciously, ignoring the curious look that Popigai shot him. "I know that I'm technically the one who brought you all back, but I wouldn't have been able to if Tetrax hadn't hunted Vilgax down, stolen back your magic crystal, and basically forced me into it. He's felt awful about what he did this entire time. Really, he's the one who saved your people. Not me. And even before that, he was trying to do better. He _is _doing better. So he deserves a second chance for that much, at least."

Though Popigai pursed his lips, he didn't disagree. He thought about it for a minute before clearing his throat. "You have a lot of friends and allies that are former criminals or who have done some morally questionable things. To you, specifically." He smiled wryly. "There are a lot of rumors about your friendship with Kevin, is what I mean. I'm not going to pry, because it's not my place, but I think it's safe to assume from your silence that those rumors aren't entirely unwarranted. Anyway, I have no feelings toward Conway one way or the other, but Rook made his stance on the issue very clear. I think that you could benefit from giving him the benefit of the doubt."

"Rook said that?" Ben faltered, caught off guard. Of all people, he hadn't expected Rook to be so… what? Forgiving? Compassionate? _Merciful_? None of those fit Rook. He was a very morally black-and-white sort of guy and he could hold a grudge like nobody's business. So if he was the one to forgive Conway, there was probably a reason for it. Something stupidly twisted and complex that only Rook could warp in a way that would make sense. Personally, Ben didn't see it. But he was willing to admit that, perhaps, a near week spent miserable and confined had made him a tad bitter. "...yeah, well, good for Rook. But I reserve the right to stay mad at him for as long as I feel like," Ben settled on childishly.

The tense atmosphere between them eased as Popigai cracked a smile. "That's fair," he agreed amicably. "So, if we're still working out a plan of attack, do you want to see if we can track them down? They would both be very helpful in a fight."

Quickly, Ben shook his head. "No. I mean, if we run into them, that'd be really convenient and all , but I think that we'd mostly just waste time by trying to hunt them down. It'll be easier to just focus on catching Murowa and Argyle. Which brings us to the next order of business: I know that Petrosapiens have a weakness to Red Sleep venom, obviously, but do you know anything about Pes— uh, Nemuinas?" He shot Popigai a considering look. "I don't remember a lot about being Pesky Dust, but I can't think of any weaknesses off the top of my head."

Popigai shrugged apologetically. "Unfortunately, I don't. They're a very secretive species. Other than their natural predator, Neoultima, it's anyone's guess what their weakness is. Assuming, of course, that they have one to begin with."

Unable to help himself, Ben rolled his eyes. "Great. Just my luck." He shoved the thought away. "Okay, whatever. No problem. We'll just focus on Argyle for right now. Might as well get him out of the way while we still can, yeah? Here's what I'm thinking: I use Gutrot to make more Red Sleep gas and we store it in a container or something. A lot of it, too." Ben didn't like the idea of what he was about to suggest, but in all honesty, he couldn't see any other options. How else was he supposed to restrain a Petrosapien? They were considered one of the toughest species in the galaxy for a reason. "We'll have to… soak him in it, kinda." He squirmed, grimacing at the mental image. "I figured that if I use myself as bait, he won't be able to resist. Then while he's focused on me, he won't be able to close up his suit fast enough, so you'll have the opportunity to get the jump on him. In full Plumber suit, obviously."

It went quiet as Popigai considered him carefully. There was an expression on his face that Ben couldn't quite place. "You realize that if we over do it even slightly, this will kill him. His head will be the only thing exposed. You're asking me to shove his unprotected head into a mixture of highly toxic chemicals."

Ben forced himself to hold eye contact — for what he was asking of Popigai, that was the least he could do. "I know."

"And you're fine with taking responsibility if Argyle does die before the Plumbers arrive?" The question wasn't judgemental, only curious.

Truth be told, Ben was wondering the same thing himself.

He managed a nod anyway. "Yeah. I am," he muttered, much quieter than before. A part of him almost wanted to back out, but he couldn't. Like he had said earlier, there was too much riding on them. The safety of millions was worth far more than one individual.

Sensing his discomfort, Popigai smiled. A little hesitant, maybe, but there nonetheless. "You realize what I'm about to say in regards to you using yourself as bait?" He asked. It could have been teasing, had it not been for the worried way he wrinkled his eyes.

The look on his face reminded Ben so strongly of Rook that he had to pause for a moment to collect himself. He tried to mirror Popigai's laid back smile, strained though it might have been, but he got the feeling that he hadn't done a very good job. "What? You mean that I should be taking it easy because I'm hurt? And I'm not allowed to fight him, just get him to follow me? And that we should have safety precautions in place just on the off-chance that something happens and you're not there to help?" He prattled off. "Or am I missing something?"

"I think that about covers it," Popigai assured him with a chuckle. "I just wanted to make sure that we were in agreement."

Arching a brow, Ben smirked, almost offering a challenge. "Oh, really? I didn't say anything about agreeing. Unless you wanna acknowledge that there's nothing you can do—" he paused, "—short of drugging me or tying me down that can keep me in this room while you're out there with Argyle."

Even though he sighed, Popigai shrugged one shoulder and gave a faint nod. "Yes, I figured as much. If we're going to be agreeing on things, how about this? You can do as much as you can stand, but I reserve the right to pull you out or make you stay in here by force if that wound starts bleeding again. Which it shouldn't, unless you managed to stab yourself a second time." He pointed to Ben's side for emphasis. "It's your plan and at least partially your fight, so… I can't reasonably expect you to sit this one out. But I am here to help however I can, Ben. I don't want you to think that you're doing this alone."

Despite himself, Ben softened. He knew that he was going to regret it later but, for the moment, he nodded and set a hand on Popigai's arm. "Yeah, sure. We can do that. Deal, partner?" He asked jokingly, sticking his hand out for Popigai to shake.

The cadet's eyes lit up and he took Ben's hand eagerly. Only, instead of shaking, he lifted Ben's hand up to his eye level and stared as though fascinated by something. "So that _is _how you humans greet people! It's so ridiculous. What does holding hands accomplish? Isn't it more productive to test each other in some way before deciding whether or not a conversation is worth having?"

Ben snorted, biting back a smile. He gave a gentle tug on his hand and Popigai released it without complaint. "Sorry. I forgot that hand-shakes are a human thing." He flexed his fingers experimentally, amused by the way Popigai stared openly at the little motion. "It doesn't really work the same way with other species, but humans shake hands because when we touch each other, special glands in our skin let us share our memories. It's a really great way to get to know each other quickly."

For a moment, he thought that Popigai was going to call him out on the lie. The cadet blinked slowly, looking from Ben's hand to his face and back again. Slowly, he lowered his head into his hands and let out a shaky sigh. "Of course. It all makes sense now," he muttered.

As much fun as it would have been to convince Popigai that humans could fire lasers from their toes or see color with their tongues, Ben only let himself have a few more chuckles at the Petrosapien's expense before smoothing himself back down into the seriousness of the situation. They had work to do, after all. As good as it felt to laugh and smile, Ben had more important things to be doing.

"For the plan," he said, rousing Popigai from his thoughts, "I was thinking… They have cameras in this part of the station, right? They can probably see our every move even if I turn the Omnitrix off. So what if we took that advantage away? We can knock out the cameras just in this section, which leaves them with a block that's completely dead. And if I turn the Omnitrix off, they'll have no way of knowing where I am. Obviously, we can't do much against Murowa, but we can at least get Argyle, right? He'll come looking for me too, I'm sure of it. So after we've got him drawn in, I can lure him to our trap and spring it on him. It'll be easy," Ben finished proudly.

Popigai was quiet, staring up at the ceiling as he thought hard. "Yes," he said slowly, only after several minutes of deliberation. "I think that will work well. I can only assume that they haven't attacked us by now because they're working on a plan of their own. Forcing them to come to us is a good way to take that advantage away." He nodded toward something behind Ben. Confused, the hero turned to look and was surprised to see a peranite shard sticking out of the wall near the ceiling. "That was the only camera in here. That's visible, anyway. I destroyed it before you woke up because I noticed it moving. Don't worry," he assured Ben, "all they know is that you're injured. And considering how much blood you trailed behind yourself before we ran into each other, I think it's safe to assume that they already knew."

Though he grimaced, Ben nodded. Popigai had a point, after all. There was no way that Murowa, at least, didn't know how badly Ben was hurt. "You like my plan, then?" He asked. "Nothing to add or subtract?"

"I don't think that math has anything to do with this," Popigai said off-handedly. "But no, I don't have any suggestions. For what little we have to work with, capitalizing on one of our only advantages is a good move. A good start, at any rate. We should go for it. What do we have to lose?" He asked weakly.

Personally, Ben could think of quite a few things. Based on the look on the cadet's face, though, he knew that all too well. Ben chose not to answer, instead giving a nod. "Yeah. You got a point. C'mon, we might as well set-up now. They know where we are so there's no telling how long until they decide to make a move."

He made an attempt to stand, balancing on shaky legs with his hands curled around the table for support. Popigai automatically moved closer, setting a hand on Ben's back. Any other time, the teen might have been annoyed, but he had agreed to accept help. And not that he would admit it, but having another person to help him stand straight was an enormous relief. He let out a slow sigh, biting back a protest as he put his full weight on his feet. One hand subconsciously curled over his side, pressed over the section of his bandages that was speckled with red.

"Do you have a shirt?" Ben gestured down at himself. "Not that it would provide much protection, but I don't like the idea of coming face-to-face with killers while I'm half-naked." He tried to make a joke out of it but the attempt fell flat.

"I can see how that would be uncomfortable," Popigai agreed with a grimace.

He turned away, moving to that box where he kept the first aid supplies. Ben wavered on his feet but managed to stay standing straight without help. The surge of pride in his chest made him feel pathetic.

After a moment of shuffling, Popigai pulled out the shirt that Ben had gotten on the station earlier. The only drawback was that both sides were soaked through in dried blood. The fabric was already dark, so all the stain did was make a splotchy part of the shirt look blacker. Ben tried to pretend that it was water. He held out a hand for the shirt and ignored how his arm was shaking. That was an awful lot of blood. He could feel more of it, dried and crusty along the table and under his fingers, but stoutly forced himself not to look.

"Thanks," he muttered, shrugging it on over his head. Lifting his arms tugged on his stitches, making Ben wince, but Popigai hung back and didn't try to help. He couldn't decide if that saved what remained of his dignity or not but, after a moment of thought, Ben decided to be grateful anyway.

"I wish I could have gotten a clean shirt for you. I would have, but there were… more pressing matters," Popigai apologized awkwardly, eyes flickering as though he was unsure if he should be looking at Ben or not.

The hero shook his head. "It's fine. I don't mind," he lied. The cold, damp stain made his skin tingle where they met. He couldn't pretend that it was water when the feeling of warm, syrupy blood dripping down his side was still engraved into his body. Still, it was better than not wearing a shirt at all. "Let's just… go. Yeah. Let's go."

He started toward the door all on his own, albeit much slower than he normally walked. Popigai kept pace and Ben did his best to pretend that it wasn't only so that the cadet could catch him if he fell. Thankfully, Ben didn't fall. He stumbled once, sure, but only because there had been a loose tile and he had been putting too much effort into each step to pay much attention to the ground.

The touch panel that opened the door was also splashed with blood. Ben almost made a joke about how his blood kept getting everywhere, like confetti or sprinkles, but the humor withered before he even had his lips parted. Swallowing hard, Ben ignored his unease to touch the panel and let the door slide open.

There was the whir of gears, then the high-pitched noise that Ben had grown to associate with blasters about to be fired. A section of the wall across from the door fell away, revealing a glint of metal before Ben was yanked back roughly and all he could see was indigo.

Popigai grunted in pain and, disoriented, it took Ben a moment to realize what had happened. He could feel the heat of the blaster crackling in the air around them but, enveloped in Popigai's arms and shielded by his body, he had narrowly avoided taking the blast to the face. It didn't keep up for long and as the laser cut itself off, Ben heard the wall click back into place and seal it away.

Dazed, Ben stood on shaky legs and watched as Popigai straightened and pulled away from him. The cadet said nothing, merely crossed the hallway and shoved his hand through the wall. Steel crumpled like tin foil, easily peeled away and tossed to the side so that Popigai could grab the barrel of the laser pistol. He squeezed, barely even trying, and Ben couldn't help but wince at the sharp squealing noise that the metal made as it scraped together. The barrel was twisted backward and shoved through the frame. It kicked up electricity, sputtering, and whined as it was rendered useless.

Ben stared, mouth agape. "I… what was that?" He had been shot at before, of course. He couldn't understand why he was suddenly having such a hard time processing it. Everything felt fuzzy. It wasn't spinning, thankfully, but Ben felt detached. His thoughts and reactions seemed delayed.

Shaking his head slowly, Popigai grimaced. He retracted his hand from the wall, looking uneasy. Ben wasn't sure if that was from the near-death experience, punching through the wall, or taking a laser to the back. "A trap," he replied simply. "There will probably be more all over this area of the ship, now that Argyle has activated them. We'll need to keep an eye out." His expression shifted to an emotion that Ben couldn't describe. "Are you alright?"

The question startled Ben from his thoughts, gaze snapping from the hole in the wall to Popigai's face once more. "Me? I'm… yeah, I'm— fine. Fine. What about you? You're the one who took the blast. Didn't it hurt?"

Surprised, as if he hadn't expected the concern, Popigai shrugged half-heartedly. "A little, I suppose. Peranite doesn't conduct heat. My armor took most of the damage." He turned his back to Ben, gesturing behind him at the large scorch mark scarring his meticulously kept white armor. The direct middle was melted, the Dyneema fabric beneath frayed but still holding. What Ben could see of his diamond-hard skin was ashy, but not cracked or broken at all. "Don't worry. We're pretty durable, Ben. It's fine."

As Popigai turned back, Ben wiped the grimace off his face. "Sure," he agreed absentmindedly. "I still don't like you taking hits for me."

The noise that Popigai made was somewhere between a laugh and an exasperated groan. He turned back to Ben, flexing his upper body as though only to prove that he still could. "I know that. But at the end of the day, one of us has skin made out of the second-hardest material in the galaxy, and it's not _you_." He gave Ben a pointed look. Somehow, the teen managed to keep from squirming under the intensity. "Don't argue about this, Ben. Taking the hit for you was the most logical choice. One of us is replaceable, and the other person _is_ you." He said it as a joke but his smile was so tight that it almost looked painful.

Mouth dry, all Ben could manage was, "I'm not more important than _anyone_."

He knew that Popigai must have heard him but the cadet continued as though he hadn't. "If that trap activated when we opened the door, there's probably a motion sensor or camera nearby. Do you see anything?"

Ben shrugged half-heartedly, gesturing toward the glint of a camera lens tucked into the seams of the wall above their heads. Little flashes of black set against a steel backdrop weren't very easy to miss. He let Popigai shoot it out without saying anything. He _wanted _to say something, of course, but he didn't know how to go back to their previous conversation without sounding desperate. Did Popigai think that Ben was important or did he mean the Omnitrix?

Both of them fell to silence as they worked through the hallway. Ben wondered if Popigai felt the tension too but figured that it must be only him. He kept sneaking glances at the cadet out of the corner of his eye that couldn't have gone unnoticed but were ignored anyway. The why of that wasn't entirely clear to Ben but he gave up after a few minutes with a sigh.

Not that there was much time to talk in between ducking laser fire, but still. It was sort of annoying. Ben would have liked to talk about something, but given his current mood, he didn't think that he would be able to keep up a casual conversation for very long. He hated small-talk. Besides, if he distracted them with talking, there was a good chance that they would miss the next time a wall slid back to reveal the muzzle of a blaster. Given that Ben was the one leading them, he would prefer to avoid that.

"How far do you think we should go?" Popigai asked, the first thing he had said to Ben since they started their self-appointed task.

"Missed one," Ben replied instead, pointing directly above their heads. As soon as he did, the panel next to the camera embedded in the ceiling popped open. Ben's eyes widened in alarm as he stared up at the red energy beam building down the blaster's shaft.

A peranite shard buried itself in the barrel of the gun and Ben managed to come back to himself enough that he didn't stumble when Popigai yanked him out of the way. He felt the brief heat of the explosion ghost across his skin, making his hair stand on edge. Looking back, there was a hole in the ceiling and both the blaster and camera were in pieces. There was a scorch mark on the ground where both of them had been standing and bits of metal were scattered around the area.

A little bit shaken, Ben shared a look with Popigai. He smiled in relief and the Petrosapien snorted, covering his mouth to bite back a laugh.

"Probably a few hallways over. We can make a little square since these halls are set up like a grid," Ben settled on. He was finding it hard to suppress his grin, not that it was a bad thing. It was a nice change from his sour mood recently.

"That should work. Each hall has eleven blocks, so… why don't we say a five-by-five grid, to be safe?" Popigai tilted his head thoughtfully. "I was thinking that we should save some of these blasters. They wouldn't do much against Argyle, but they'll at least distract him. They should hurt Murowa, too. Unless Nemuinas have indestructible skin."

"I don't think they do." Ben hummed as he tried to remember the few times he turned into Pesky Dust. "I never took a lot of damage as that alien but I never _felt _indestructible." He scoffed. "And, trust me, you feel that sort of thing. The indestructible aliens come hard-wired with some sort of instinctive superiority complex." He paused, then added, "Present company excluded, of course."

Popigai laughed. "No, I agree. Petrosapiens are some of the most high-and-mighty beings I've ever come across. I was only ever good in the academic studies at the Academy, so I never developed that ego."

Taken aback, Ben blinked in surprise. "But that shot you just made was amazing!"

An awkward smile came to Popigai's lips. The color of his face deepened from lavender to violet. "Yes, but that's very close-range. I'm an awful shot with my shards. I'm not even that strong. Erm, well, by Petrosapien standards, anyway." He shrugged it off as his flush gradually faded. "Anyway, yeah, I think that we could rewire some of these blasters to work for us. Either we take them out of the wall completely, or leave the cameras that are motion detectors. Of course, that increases the likelihood of one of us blundering into it, but it's the easier option."

Ben nodded absently, deciding to let the personal subject drop as he turned away from Popigai. "I've been keeping count. Some of these aren't actually motion detected. They're being activated whenever we're in the perfect position to be shot, so _someone _is watching us. Probably Argyle." He turned the corner to another section of hallway, eyeing the smooth, metal walls that were no doubt hiding more unpleasant surprises. "I don't really see him doing grunt work, though. If we can narrow down some of the motion-detector ones, keeping them in the wall is probably our best—"

There was a blur of purple that flashed in his vision, much too dark to be Popigai's familiar crystals. Ben stumbled back automatically, reaching for the Omnitrix. He barely had time to choke back a shout of alarm when whoever it was — the color was all wrong for it to be Argyle — grabbed him by his bare wrist.

He lashed out to absolutely no effect, kicking the Petrosapien in the knee and only getting an aching toe for his efforts. Ben was lifted up and out of the way, tossed almost gently to the side. His side throbbed in protest but he managed to stay on his feet, straightening up just in time to watch another laser blast leave a hole in the ground where he had been standing a mere moment before.

"It's getting really annoying having to be saved from those things," he muttered to himself. With the rush of adrenaline fading, Ben's gaze jumped up to Popigai as he rounded the corner, alarmed, and quickly shifted his attention to the new-comer.

As soon as he did, that distinctive coloring became all the more recognizable. Ben felt his jaw become unhinged, though he quickly snapped his mouth shut as a scowl replaced his bug-eyed look of shock.

"Now, I know what you're going to say." Conway held his hands up placatingly, looking more nervous than Ben had ever seen him. "'_How dare I_,' yeah? Well, in my defense, I—"

Though he said nothing, Conway automatically quieted as Ben crossed the few feet separating them. He arched a brow, confused, and made no move to stop the teen's approach. The anxious look in his eyes was quickly wiped away when Ben grabbed him on the inside of the elbow — the same way he had when Conway first back-stabbed him — and _squeezed _as hard as he could.

The noise that Conway made was unquantifiable. Ben had no words to describe it with, only that it radiated pain. He let go only once the Petrosapien had collapsed, forced to take a knee as he clutched the soft spot in his nigh-impenetrable body. Had there been human skin or blood vessels there, Ben was convinced that he would have left a bruise. Maybe next time Conway would think to wear his armor properly instead of leaving his arms and legs exposed.

"Was that _really _necessary?" An exasperated, albeit relieved, voice chimed in. The sound of it sent a chill down Ben's spine, eyes wide. He had to compose himself before he could turn to face Tetrax.

The empty elevator shaft behind him answered the question of where both of them had come from. Ben couldn't figure out if he had been stupid enough to miss the sound of the elevator doors being pried open or if it was some sort of wiring malfunction. He doubted that they would have taken the effort to climb up an elevator shaft if it was functioning properly.

Ben lifted his gaze to meet Tetrax's, only to just as quickly look away. "Yeah," he said, managing to sound far calmer than he actually was. "It makes me feel better. It's not like I forgave Kevin without kicking his butt a few times first. And I'm pretty sure that I punched _you _at least once."

Though the Petrosapien smiled, it was tense and forced. "Yes, well… You can always return the favor if it helps. I know I deserve it." He extended his left arm, rolling back the metallic fibers of his armor to display that sensitive area of the inner arm.

For a long moment, Ben only stared. It was tempting, in a twisted sort of way that made him uncomfortable. He sighed, dragging his eyes back up to Tetrax's wary expression. "Nah, it's… I'm good. Thanks for offering anyway." He forced a smile, little more than a twitch of his lips, but Tetrax relaxed as though a huge weight had been lifted off of his shoulders. Ben turned to Conway, still on the ground, and extended his hand. "Sorry about that. Need help getting back on your feet, dude?"

Conway sort of smirked, darkly amused by something, but accepted Ben's hand. His grip was as soft as possible, taking care not to crush the slender appendage in his grasp as he hefted himself to his feet. "No need to apologize. I earned that, didn't I?" He glanced over his shoulder at Popigai, then turned his attention to the laser that had almost killed Ben. _Again_. It wasn't firing, so it must have been part of the motion-activated variety. "That was a hell of a greeting, though. Does saving your ass from getting fried make us even?"

Despite himself, Ben cracked a smile. "I'll think about it. It took Kevin five years for me to like him again and sometimes, I think I'm still on the fence about it," he joked. Cracking jokes felt familiar. Easy, almost. It didn't fix the turbulent feelings in his chest but it certainly made it easier to pretend that they weren't there.

"So," Tetrax spoke up, stepping forward. "Care to fill us in on all that's happened, Ben? I assume you have a plan for taking down Argyle." Even as he said that though, Ben could feel his stare slip down to the blood-stain taking up most of the left side of the hero's abdomen. The glimmer of concern in his eyes was unmistakable.

Uncomfortable, Ben couldn't help but shift a little bit closer to Popigai. He knew that his friends had every right to be concerned and yet he didn't want to acknowledge it. "Yeah. I do, actually." He forced himself to stand up a little bit straight, squaring his shoulders. "You guys can help us out. Do you think you can trust me?" His hand drifted to his wound self-consciously. "Trust me to know what I'm doing, I mean."

Tetrax and Conway shared a _look_. Whatever passed between their gazes, they both quickly reached the same conclusion. "Absolutely," Tetrax chimed in as Conway nodded.

Trusting _them _in return was going to take some time but Ben felt himself smile anyway. It was a start. "Alright," he sighed, giving Popigai a side look. The cadet only flashed a grin, a clear sign that Ben was going to handle this conversation on his own. The trust on display made Ben's chest warm with affection and he turned back to the latest additions to his team. "We're going to capture Argyle before the Plumbers show up, okay? Here's how we're going to do it..."

* * *

**A/N: Or, more aptly titled: "The one where literally all they do is talk and that's it, so I hope that you like dialogue."**

**This next chapter got incredibly long, so I split it into parts for ease of reading and navigation. I don't expect anyone to sit through a 12k word chapter — frankly, I've been pushing it with chapter-length as it is.**

**The next two parts are still the same chapter, they're just being posted separately. Part One will go up on Sunday, as normal, and Part Two will go up on Monday, to give my up-to-date readers some time to finish the first part. It won't be a long wait, so see you all then!**

**Chapter Thirty-Three: **_**Down in Flames**_ _(Parts One and Two)_


	36. Down in Flames: Part One

Being alone with Conway after all that had happened wasn't nearly as bad as Ben thought it would be. Granted, Ben hadn't thought about Conway much with everything else that was going on but it felt awkward to stand near him again after all that had happened. It could have been worse, though.

It helped that they weren't doing that much talking to begin with. They were setting up the hallway so that it would funnel down to the trap where Popigai and Conway would be waiting for Argyle. They couldn't use peranite since that would be too obvious and Argyle would be manipulating that easily anyway, so they mostly ambled around kicking scattered objects into a better place and things like that.

Occasionally they would activate another trap, which was yet another why reason Ben had insisted upon setting up a path even though he already had the route memorized. He had Conway using a thin sheet of peranite to mark out a rough map and record where the still-working cameras were. It was mostly to help the others, since Ben had the gist of the layout memorized. Without being taken off-guard, he was much better at dodging laser fire. Which was a relief, because his arm was going to bruise if everyone kept tugging on him.

The quiet between them was only broken to relay information about how they wanted something positioned, or a heads up for a camera they were approaching so Conway could shoot it and Ben could move out of the way. It wasn't bad, but it wasn't all that _good_, either. It turned out that silence could be pretty silent.

Ben already knew that any icebreaking wasn't going to be done on Conway's end. He was a lot like Kevin, sort of reserved and closed off with his feelings. But Ben didn't want to talk about the betrayal or anything that would take emotional effort, he just wanted to _talk_. It had been so lonely those six days where he was tied down and either ignored or degraded. Popigai had talked a lot, so Ben hadn't gotten to dwell on it, but the heavy silence between them was ringing in his ears.

Finally, unable to stand it, Ben blurted out the first thing he could think of. "Do you think Argyle knows what we're planning?"

Conway paused, his back to Ben so that he couldn't see the Petrosapien's expression. An unfamiliar surge of anxiety sparked in Ben's chest. He _hated _what he was dealing with. Talking to Conway had always been difficult, but there was a trepidation between them that Ben couldn't fully describe. Why couldn't anything ever be _simple_?

After a moment, the tension melted away and Conway let out a noncommittal grunt. "Probably. But I don't think it matters. Even if he knows that it's a trap, he'll come anyway." He paused, considering something, then carefully added, "You're too important for him to _not_ take that risk."

The goal was to make things between them less uncomfortable, but Ben couldn't help his unhappy snort. "I'm not that important," he muttered, scowling at his feet as he walked. He had to resist the urge to shove his hands into his pockets, but only because his shorts didn't _have _pockets like his nice, baggy cargo pants. It would have been embarrassing to push his hands into nothing. "I don't even understand why they keep trying. It's not like they even did anything to me! They had a whole six days where I was just laying there and nothing happened except they stuck me with IVs and clamped some blinking device to the Omnitrix."

Okay, so maybe Ben wasn't being entirely truthful. But he didn't want to talk about some of the things Murowa said to him. Diavik was bad enough, but at least he treated demeaning Ben as a job instead of a fun pastime like she did. And it wasn't like they beat him or starved him, even if Ben's stomach was convinced otherwise. The IVs kept him alive and healthy. It would have been easy for Murowa to take her anger out on him, but all she ever did was shout and put his gag back on if he was mouthing off or trying to activate the Omnitrix's voice control.

It wasn't _unbearable_, but Ben couldn't say that he was unaffected by it, either. He just would really prefer not to dwell on it. The fewer details he remembered, the better.

The silence was back. That time, though, Conway was the one to breach it. "Ben," he said quietly, in a tone that made the hero tense up all over again, "what happened while you were with them, exactly?"

It was clear that the question had been on his mind for a while. A while. Just like how Murowa had told him that she'd waited for _so long_ to meet him. She kept saying what an honor it was, even as her lackeys pinned his flailing limbs. And she had relished in locking those restraints, enjoyed every insult sent hurling his way, savored the way his face twisted in pain when she first shoved the IVs in. Subconsciously, Ben shifted to set his hand over the large, creeping bruise over his left forearm. That was his fault, for ripping out IVs like an idiot. But he had just wanted them _out_, it didn't matter _how_, just like how he wanted to be able to stretch and walk and run, far away, _and_—

Ben was startled from his thoughts by a hand on his shoulder. He immediately jerked away, whirling to fix Conway with a heated glare. The sudden movement made his side ache and his head spin but he wasn't about to suggest heading back to their temporary base to rest. They had work to do. "Don't touch me," he snapped. Then, taking a deep breath, he managed more calmly, "I'm fine. Seriously, it wasn't… It's nothing."

The look on Conway's face made something that Ben couldn't define twist in his gut. He swallowed thickly, face growing heated. Something flashed in Conway's eyes —_ Guilt, or was it regret? Pity, maybe?_ — but then it was gone, as quickly as it came, and his expression was blank. "If you say so, hero," he muttered.

There were plenty of ways Ben could have answered that but none of them were very friendly. For the sake of the tolerance that he was still trying to muster, Ben chose not to reply. He ignored Conway and turned away, returning to their task.

Maybe silence wasn't that bad after all.

It didn't take long to finish up their job, though. The area that Ben had decided to use for their set-up wasn't all that big. The hardest thing was going to be the waiting, not necessarily setting everything up.

Somehow, Ben was looking forward to that even less. He was going to be stuck in a confined area with Tetrax for an indeterminate amount of time. He might not have minded so much before, but after that conversation with Conway, Ben wasn't looking forward to talking to _anyone_.

He almost wanted to suggest going alone, but the other would never approve of that and they had already worked out everyone's roles. Since Popigai wasn't a strong fighter, it was best that he not go with Ben. The point of someone going with him at all was to serve as a distraction in case Murowa showed up instead of Argyle. Conway wasn't a much better option. Ben trusted Rook's judgment, so in some ways, he sort of trusted Conway. But it was easy to say that and have to consciously remind himself to be fair, and it was an entirely different thing to be facing people who wanted Ben chained or dead or both with only a guy who had already stabbed you in the back once as your reinforcement.

So maybe Tetrax really wasn't the _best_ option in that respect. But Ben trusted that, if nothing else, Tetrax wanted Petropia and her people to be safe. At least for the moment, the best chance of keeping everyone alive rested with Ben. The thought should have comforted him, but it didn't. Ben wasn't unfamiliar with having millions of lives resting on his shoulders, but usually, he trusted himself to handle it. What was it about his current situation that made everything so _different_?

He forced those thoughts away as he approached Tetrax and Popigai. They had selected the hallway down the middle of their closed-off area as the perfect place to spring a trap. Getting Red Sleep venom from Gutrot had been the easy part. Setting it up was slightly more difficult. Hence why Tetrax had opted to stay behind and show Popigai how to do it safely. Ben had wanted Tetrax to go scouting with him instead of Conway, but he hadn't wanted to ask about how Tetrax had learned to work with Red Sleep venom. He doubted that it would be a pleasant story.

"Did you have any problems with it?" Ben asked as he approached. The plan was for Popigai and Conway to hide in rooms across from each other and jump out when laser fire sounded from one of the motion-activated ones that Ben would be running right by. For the time being, they had the gas-form of the venom in air-tight containers and were setting everything up correctly.

Tetrax spared Ben a glance as he shoved a broken file cabinet into place. The junk piled everywhere moved closer together along the hallway, creating something of a funnel effect. It also hid the doors, so that Argyle wouldn't see them opening until it was too late.

"Luckily, we didn't," Tetrax sighed. "It would have helped if it wasn't all in gas form, but you probably couldn't control that. How did it go on your end?"

"Fine," Ben replied, somehow resisting the urge to glance at Conway as he lied through his teeth. "We got everything scoped out. We found this little hatch by the elevator that will make for a really great stakeout point." Ben thought about it before continuing, "So, uh, are we sure that they're going to show themselves any time soon? It would be a waste of time to just sort of sit, waiting, for hours and hours only for them to never make an appearance."

From his spot on the other side of the hallway, studying the rough peranite map Conway had handed him, Popigai made a vague noise of assent. "They'll be here. The ship will need to stop for repairs soon. They'll know that the Plumbers are on the way, as they were no doubt expecting as soon as they kidnapped you, Ben, and failed to kill all of the witnesses," he said in a surgically detached tone. "With that in mind, knowing that their opposition is traveling faster-than-light whereas they still need to replace that drive on the satellite, they will have to stop sooner rather than later or their chances of being caught will increase exponentially. They'll want to capture you before that happens, lest you take the opportunity to do something unfavorable, such as escape." Popigai blinked, seeming to come back to himself. He shot Ben a reassuring smile. "Not that it's going to happen. We'll cripple them first."

Ben tried and failed not to think about the last time he saw Argyle, how that stump of his arm that would have healed perfectly fine had it not been for the Red Sleep venom eating away at those torn shards. He shifted a little, managing not to look away from Popigai's reassuring smile. "Yeah, I know. I know that we've got this, I just want to make sure there's actually going to be something there for us to get."

He must have been showing some of his thoughts on his face because Popigai's expression softened. "There will be, Ben," he said. The words "_I promise," _went unspoken, but the reassurance was there all the same. Ben couldn't decide if that was actually reassuring or not so he decided to ignore the thought completely.

He nodded. "You're right, I'm just…" Ben caught himself. He wasn't about to admit to being nervous or antsy or even the slightest, tiniest bit worried. And certainly not _scared_. The way everyone was breathing down his neck, suddenly hyper-aware of his every twitch and shift was bad enough as it was. He didn't need to reaffirm their concern. "Nothing, forget it. If they're going to be stopping for repairs soon, we should get in position so that we can be ready. The faster we capture them, the faster the Plumbers can have them in custody." And the sooner Ben could be back home and relaxing.

Normally, Ben wasn't one for taking a break, but he was thinking that a week or two just hanging around his house would be really nice. Maybe Rook would want to go for smoothies. Or Gwendolyn would have time for a game of soccer like they used to do when they were kids. Hell, maybe he would finally take Kevin up on his offer to learn more about cars. As much as he loved being a hero, Ben was suddenly craving something mundane and _normal_. Something that wouldn't put his life on the line every other day.

"In that case, we should get going now. If nothing changes, we'll return in a few hours to let you both know," Tetrax said, directing his comment to Popigai and Conway. They both nodded, silent. Thankfully, Ben's frayed emotional state was either being overlooked or ignored. He didn't care which. It was nice to simply be able to keep his own thoughts in his head without being expected to share them. "Is there anything else you need before we go, Ben?"

There was the small desire to take more alien painkillers with him, but as nice as it was to have his side mostly not bothering him, Ben didn't want to risk anything affecting his reaction time. In a fight, every split-second mattered. Nonetheless, he pressed a hand over the aching spot in his abdomen and flicked his eyes toward the ceiling with an inaudible sigh. He wanted to ask for a nap, but instead said, "No, I'm good. I didn't really get to bring anything with me when I got here, y'know?"

Out of the corner of his eye, Ben saw Conway grimace. Which was… yeah. Repeat apologies weren't necessary but it was nice to see genuine shame for past behavior and the urge to do better. It was enough to help Ben relax, even if he felt kind of bad about what he said.

Tetrax gave him an odd look for that comment but didn't interject. He jerked his head to the side and turned back the way Ben had come. "Then let's go. We shouldn't risk missing them."

Their hiding place for the stakeout was pretty simple. Most plans, Ben discovered, tended to work best if you didn't overcomplicate things. With some of the wiring in the ship still being buggy, the logical entrance for Murowa and Argyle to use was the broken elevator shaft that Tetrax and Conway had used to reach their location in the first place. It was on the edge of their designated blackout zone and was already a straight-shoot to the level they were on. The satellite wasn't completely uniform, with some stories being staggered, so the elevator would be the easiest way to reach them without breaking through walls and floors. If they wanted the element of surprise, they wouldn't risk something like that.

Near the elevator shaft was a little storage room, which was filled with objects shaped vaguely like typical cleaning supplies found on Earth. Except that aliens really liked sticking small engines on everything because even the equivalent of a mop came with a vibrating feature. The most important feature of the janitor closet was a small hatch that led into a room housing a small, back-up generator. Tetrax disabled it of course, but without an obvious way to get into the room, it made for an excellent place to spy. With small holes punched through the metal wall, they had a way to scout the hallway without risking being seen.

The only problem was that the room was on the cramped side. It shouldn't have been a problem, yet there Ben was, staring into the entrance hatch with a blank look on his face as he made no move to step inside. He had never had an aversion to small spaces before. It wasn't even that he was going to be sharing the area with Tetrax, which wasn't his idea of a fun time at the moment. It was that, well… What if Ben wanted to stretch? Or walk? Or tap his foot? If he wanted to move, there would be metal walls to greet him. To keep him boxed down and pinned, compressed in a way that he had absolutely no control over. He knew that he was overthinking it but, suddenly, the room felt less like metal walls and more like shackles.

"Ben?" Tetrax was looking at him oddly again, though he kept his hands to himself the second time around. "Are you alright? You've been staring at the hatch for five minutes."

Embarrassed, Ben nodded. "Sorry, I was just, uh… got lost in thought. Yeah. I'm good now." He forced himself forward, climbing into their little hidey-hole without giving himself another moment to rethink. He was being childish. It was just a few hours in a small room. There was nothing to freak out over.

He moved himself toward the opposite end of the generator room, pressing his back up against the sabotaged machine and sticking his legs out in front of him. It helped to take up as much space as possible. Ben flexed his hands idly in his lap, messing with his shirt just to do something with his hands as Tetrax entered the room after him. It was a tight fit for a Petrosapien, but he managed.

Once Tetrax had gotten comfortable against the wall, eyes level with the pin-pricks of light leaking into the otherwise darkened room, everything went quiet. Like before, Ben hated the silence. The generator couldn't even provide white noise with it nonfunctional. The stillness of it all reminded Ben sharply of those hours he had spent _waiting_.

That was the worst part about captivity, he thought. The waiting. Those long stretches of time spent both bored out of your skull and terrified beyond the ability to think. He had been left with nothing but the feeling of those tight restraints and the sound of his own soft breathing.

It was unbearable.

Focusing on the feeling of the generator pressed up against his back didn't help. It was too metallic and too much like that table he had been stretched out on. He shifted carefully, not wanting to aggravate his stomach, and got into a position where he could lift his right leg up against his chest and lean his head against the wall. Tetrax was still there so Ben tried to look casual, idly running his fingers along his pants or over his shirt. The feeling of fabric was far removed from his unpleasant memories so he focused exclusively on that.

Surprisingly, it was sort of nice to have Tetrax there. Ben kept one eye open, idly staring at the shadowy lump across the small room that he knew was his friend. It also helped that the room was dark so that he didn't have to see how small it was. If he really tried, he could pretend that the walls were much further away than they actually were. He knew that it wasn't Murowa in the room with him. If she had been, he would have heard her wings flapping. Being able to see Tetrax kept him fixed. He wasn't sneaking up on Ben or trying to leave. He was just… _there_. That was more comforting than it should have been and more than Ben would ever be willing to admit.

He stiffened when he heard something new and didn't relax, not even when he realized that it was only Tetrax moving around some. Ben stayed on guard, which was only worsened when the Petrosapien sighed and said, so quietly that Ben would have missed it if his ears hadn't already been straining, "Are you afraid of Murowa?"

Ben scowled. He hoped that Tetrax could see his displeasure. "What? That's ridiculous," he snapped, probably more heatedly than he should have. "I already said that she didn't even do anything to me. What do I have to be afraid of?"

The quiet returned. Before Ben could decide if he wanted an unpleasant conversation or unpleasant silence, Tetrax made the choice for him. "Petrosapiens don't have remarkable night vision but I can still see how tense you are, Ben. Are you worried that she'll show herself? Or Argyle?" When he didn't get an answer, Tetrax sighed. He sounded so tired. "Do you realize that you're shaking?"

Actually, Ben _hadn't _noticed that. Not that it did him a lot of good once he was made aware of that fact. It was as though he was shaking more the harder he tried to still himself, taking controlled breaths in an effort not to look on the verge of panic. He held his hand up to the little light available, squinting to watch how he trembled and shuddered.

"It's just cold in here," he muttered. Which wasn't technically a lie, though it was far from the truthful response. "I'm not scared of her. She's like, two feet tall at the most and has glittery fairy wings. What's there for me to be _scared _of?"

Tetrax made the most unimpressed sound Ben had ever heard in his life but he didn't try to disagree. Instead, he said, "You're scared of _something_, Ben. It's okay to be fearful."

On some level, Ben agreed. Sure, it was normal for people to be scared and worried and anxious. He knew that it was a very human response to situations like… the one he found himself in at that moment. But that didn't mean that he had to give into that. He was better than that, or so Ben liked to think. He'd jumped into plenty of fights before without wasting the time it took to feel scared. So maybe that was another reason why the waiting was getting to him: all he had left to do was think.

But he knew that normal responses weren't going to cut it for Ben 10, Hero of the Universe. He had expectations and responsibilities and a legacy to defend. What was he doing, crouched in a small generator room and scared to face a fairy? Why had he grown so pathetic?

He sighed heavily, unwinding himself to stretch out again. It helped to remind himself that he could still do that: move his limbs around freely and such. "I'm not… Scared is a strong word," he settled on after a moment. "It's just that… I don't think I like being here. In this room. Being… confined." He pursed his lips unhappily before begrudgingly admitting, "I'm not really worried about Murowa. I just don't like to think about what she did. I mean, at least whenever Vilgax captured me he had the decency to complain about what an idiot I was and how I was so unworthy of the Omnitrix and how his plan had finally paid off, and blah blah blah. But he treated me like a person, y'know? Sure, an inconvenience and a pest, but he never—" Ben winced. "... He never tried to attack me mentally. Cutting my arm off to take the Omnitrix is pretty messed up but at least he never took personal satisfaction out of how miserable I was. I was a means to an end, not… not a _toy _or a _thing_."

With a start, Ben cut himself off, eyes wide. He hadn't meant to say even half of that. He glanced at Tetrax, feeling his face heating up with embarrassment. It was a good thing that it was dark enough for the flush to go unnoticed. He started to apologize for ranting but never got the words out.

"It's okay, Ben," Tetrax said in a surprisingly soothing voice. "No one expects you to not have emotions. It's alright to be upset about what happened. Indignant, maybe. Or sad or vengeful. Everyone processes these things differently."

Ben huffed unhappily. "Don't talk like that, dude. You sound like a therapist. Or Gwen."

His friend was quiet for a moment before saying, matter-of-factly, "There's no reason to be defensive over friendly advice. Why are you ashamed to admit that you're not in a sound place mentally? After what you've been through, I would be surprised if you were."

Unimpressed, Ben rolled his eyes. "Yeah, I've heard that one before. I've been handling this sort of stuff just fine since I was ten, Tetrax. So when I say that I'm fine, I mean that I'm _fine_. Stop pretending to understand me better than I do. I know what I'm talking about. I know my own limits, too. I'm not an idiot. Or a kid," he snapped.

There was quiet. Ben must have hit a nerve because Tetrax didn't seem all that eager to continue their conversation. He bit back a tinge of guilt. It might have been rude, but he was just being honest. Gwen had tried getting him to see a therapist more than once and Grandpa Max had hinted at it, too. Interviewers and reporters asked about it like it was any of their business. Ben didn't understand their concerns. He was _fine_, he was _accustomed _to his hero lifestyle. It wasn't traumatic.

It was his job. It was his hobby. It was his _passion_: what he spent years doing from a young age. Why was his reality supposed to be upsetting for him?

A shaky sigh came from Tetrax's direction. Ben found it difficult to believe that his hard-hitting friend was _crying_, but it was definitely an emotional noise. He had never cried as Diamondhead so he wondered if Petrosapiens were even capable of doing so. It didn't seem like Tetrax was in any mood to talk — which wasn't surprising — so Ben took a shot at it. If Tetrax was legitimately upset, it would be rude as hell to ignore that. And also really awkward.

"Are you crying?" Ben asked quietly, trying his best to sound empathetic.

He saw the little light that entered their hiding space glimmer as Tetrax, presumably, shook his head. "You mean that bizarre thing that mammals do by releasing dismay fluid from the anguish bladders when experiencing extreme emotional distress? No. Petrsapiens don't do that." There was a pause. "I'm sorry about that noise that I made. It was, ah, _involuntary_. A sound we make during moments of upset."

Despite himself, Ben arched an eyebrow. "So, it's crying without the tears?" He knew that he was being a smartass, but with his current mood, Ben was an equal toss between amused and annoyed. He knew that Petrosapiens could cry. Hadn't Popigai done as much in front of him?

Thankfully, his attitude was ignored. Maybe Petrosapiens had different standards for what defined "sass." Whatever it was, Ben was glad to apparently not make the threshold. "No," Tetrax said shortly. "Our emotions aren't nearly so dramatic. You might have noticed that in your Petrosapien form, if you were paying attention." He shifted, kicking up sparks as crystal ground against metal. When Tetrax spoke again, it was much softer than before, "I apologize for upsetting you, Ben. I was worried greatly for you since you were taken and I haven't completely come down from it yet."

Ben made a noise of surprise. "Worried?" He tilted his head curiously. "I never pictured you as the worrying type. And especially not for me. I mean, with all that I get myself into, I'm surprised that you can do anything besides stress out."

Okay, maybe Ben knew that he was being a bit of an ass about it. But he still had plenty of valid reasons to be mad at Tetrax and he needed somewhere to direct his pent-up anger.

The response that he garnered from Tetrax was sharp and brief. It took Ben a moment to realize that it had been a laugh. "Well, I was never exactly subtle about it, but I am surprised that you didn't piece it together sooner. It may have slipped your mind as a child but, Ben…" He trailed off for a moment, as though trying to decide the best way to broach whatever topic he was on about. After a moment, Tetrax decided to just go for it. "When you were younger and accidentally set off the Omnitrix's self-destruct mode… Did it never occur to you to wonder why I was monitoring for an SDM signal? Or why I bothered showing up to help you in the first place?"

No. It hadn't. Ben shook his head slowly, a little stunned by his past ineptitude. And current too, apparently, because even as a teenager recounting the entire tale to Rook several times, Ben had never bothered to question _why _it had started at all. "You said that it would destroy the entire universe. Isn't that reason enough?" He tried, but it sounded weak.

Tetrax chuckled. "Yes, but I couldn't have known how powerful the SDM was going to build-up when I first got the signal. The instant I picked it up, I immediately dropped what I was doing and was in the Earth system as soon as possible. I had a passing concern for the rest of the universe. I'll be honest, Ben. Other than the consideration that I also live here, I don't have much of a connection to this universe. And especially not back then, before…" He made a loose gesture with his hands, shadowy limbs crossing in front of tiny pinpricks of streaming light. "...before Petropia. The only reason I went out of my way was for you, Ben. I was worried. I'm still worried, only now it's for more… internal reasons."

Even as he pondered saying nothing and letting the conversation drop into a flat silence, Ben knew that he wasn't going to do it. He let out an impatient huff, dragging a hand through his hair almost angrily. "This room is too small," he announced suddenly.

"What?" Tetrax uttered in complete monotone. The look on his face, had Ben been able to see it, probably would have been hilarious.

The darkness of their cramped quarters was a blessing. Ben's face was burning with embarrassment and he didn't want Tetrax seeing it. "You asked how I felt, didn't you? Like, a while ago? Well, there. That's how I feel. I don't have enough space to stretch out and move. It makes me feel trapped because I spent nearly a week completely immobile and being treated like an object. I hope you had your notepad out, Doctor, because that's all I'm disclosing for today's session." He sighed, just as quickly deflating. "And I'm… fine. It's _fine _to not like tight spaces. I'm not… _special _for being upset about bad things that happen to me." And, loathing himself for it, Ben shot a desperate look in Tetrax's direction. "Right? You said it's normal."

He could almost feel Tetrax wanting to pat him on the shoulder consolingly. It was a good thing that, at the very least, the room was big enough to make such a thing impossible without moving. "Of course. We don't have to talk about it if it upsets you that much," Tetrax assured him, likely sensing Ben's growing agitation. "I was serious about being worried for you, though. I was behaving so differently that it made your friends suspect me as the one who sold you to the enemy to begin with."

There was nothing funny about their situation but Ben laughed at the joke anyway, quickly muffling it. He thought of Rook's blatant jealousy toward Tetrax and his amusement only grew. "Seriously? I almost wish I had been there to see it. It sounds amazing," he joked. "What were you doing that was so suspicious, anyway?"

"Ah, well, it really was my own fault," admitted Tetrax sheepishly. "When upset, I'm the type of person to hyper-fixate on a solution to the problem ahead of me, rather than showing outwardly any unhappiness."

It wasn't that hard to picture, mostly because Ben had seen it. He remembered Tetrax's curt, no-nonsense attitude to the Omnitrix's impending self-destruct and, more than that, recalled how his friend had reacted once realizing that it was possible to save Petropia after all: he had immediately hunted Ben down and forcibly ripped Chromostone from the Omnitrix without concern for any feelings or opposing opinions at play.

"Mm. Yeah," Ben agreed with a nod, "I can see how that would be suspicious."

That time, the lull between them didn't feel nearly as awkward. Tetrax seemed content to be quiet, probably staring at Ben with what little light he had to work with. It was nice to sit there and think without feeling pressure to explain what was happening in his head. Even if Ben wasn't okay, he didn't want to be told. He liked to think that he was capable of taking care of himself. He appreciated Tetrax trying to respect that, even if he was clearly out of practice.

"They worry about you too, you know." Tetrax's voice startled Ben, head snapping up to stare in his friend's general direction. When there was nothing else following that, Ben let out a hum of interest, prompting Tetrax to continue. He obliged, clarifying, "Your friends, I mean. Rook especially. He reminds me a lot of myself, actually. The obsessive way that he focused on planning this mission, down to the last reasonable detail... But I wanted to make it clear that it wasn't only me. Gwen and Kevin were just as torn up and there was a good number of Petrosapiens worried for you, too." He paused. "You don't have to think anything of it. My point was only for you to understand that you don't have to be alone, Ben. Not if you stop pushing everyone away and shutting out what you don't want to hear."

_That _again? Annoyed, Ben started to snap at Tetrax for jumping right back into assuming things about his mental state, only to be quieted when Tetrax suddenly stiffened and made a sharp shushing noise through his teeth. Ben was instantly on alert, not daring the breathe as he cocked his head and listened for what had set Tetrax on edge.

He heard nothing, and was about to complain about it, only for the flickers of light pricking in through the tiny holes in the wall to scatter, a kaleidoscope of strawberry and cherry hues flickering through their hiding spot as Murowa's wings passed them by in near-silence. Ben felt himself unconsciously shifting back and had to forcibly straighten himself back up. He had forgotten how quiet she could be when she wasn't mocking him or muttering obscenities.

At that point, talking would have immediately gotten them killed. Tetrax said nothing at all. They had gone over the plan so many times together that he didn't need to. All he did was find his way to the door, open it without so much as a creak, and let himself out into the hallway. He stepped surprisingly lightly for a Petrosapien, until he was out in the open. Ben heard his footsteps turn heavy and Tetrax's voice echoed in his ears as he shouted something that was probably funny and insulting and clever. Whatever it was, Ben missed it. His heart was pounding in his ears, blood rushing to his head and making him feel dizzy and sick. He didn't blink, eyes glued onto the light bleeding in from the hall beyond.

It was only once Murowa's wings sent the lights spinning against that Ben even considered letting himself relax. She shouted something, giving chase to Tetrax, and Ben waited until the noise of their rendezvous had disappeared down the hall before carefully unwinding himself from his spot on the floor.

He took a deep breath. There was nothing to panic about. That was the plan. So far, everything was working perfectly. Ben crawled over to where Tetrax had been sitting, one hand automatically clutched at his bandaged side as he pressed his eye against the small hole and squinted out. The elevator shaft was almost directly across from him and easy to keep an eye on, even if the gap wasn't all that big. There were no signs of peranite or movement, but Ben didn't let his guard down. If Murowa had already arrived, the Argyle wouldn't be far behind, and Ben knew that he wouldn't be freezing up in front of _him_.

The fact that Ben was freezing up in front of anybody was concerning. He had told Tetrax that he wasn't scared of Murowa, specifically, which was true. But then, why was he acting as though the opposite was true? It frustrated him. Normally, Ben knew himself pretty well, especially when it came to his feelings on hero work. He wasn't afraid of her. That was a fact. So then, why was he so…?

_Uneasy_.

* * *

**A/N: See you tomorrow for part two! That's when all of the action goes down. I think you guys will love it.**

**Also, the epilogue is quite a bit longer than I was intending. It's about twenty thousand words. What do you guys think I should do? Section it off with labels so you can use ctrl + f to find it on the computer, or post it in separate chapters, or even post it as a different fic entirely with different chapters? I'm open to suggestions. I'll probably end up doing whatever a majority of you readers want with it. Make sure to comment!**


	37. Down in Flames: Part Two

A glint of light derailed Ben's thoughts. His head snapped up, once again focused as a mint-lime arm slung up over the lip of the elevator entrance. Hefting himself out of the shaft with a grunt of effort, Argyle loomed into view. At the sight of him, Ben automatically looked to his left arm. Sure enough, it was a stump the same way that it had been when Ben last saw it. The end was wiped free of Red Sleep venom but it was slicked with a yellow film. The implication of it, as a scab or a scar on Petrosapiens, made Ben wince. He hadn't wanted anyone to get permanently hurt, not even Argyle. Or, at the very least, he hadn't wanted to be the one _doing _the hurting.

But there Argyle was anyway, pulling himself up one-armed because the other one wasn't coming back. It couldn't grow back ever again. And that was all Ben's fault.

He forced his thoughts back to the mission. What was done was done. Ben couldn't let himself get distracted thinking about it when he had something that he needed to be doing. Still, that wasn't going to erase his regret.

Like Tetrax had before, Ben slipped out of the small engine room and to the gap in the door. He managed far less gracefully, but to be fair, the aching in his side was starting to get annoying and frustrate him. It was the sort of unbearable itch that made him want to shuck off his skin, just to stop feeling its constant presence.

He managed though, pulling himself up and out with a wince as he waited for Argyle's footsteps to move away. He heard the man catching his breath, muttering something, then the distinctive clanking sound of crystal against steel as he walked.

Ben didn't let him go far. A part of him was so tired, exhausted and sick of it all. He wanted to finish it. And finish it, he planned to. He made sure that the Omnitrix was on and his playlist was hovering over his alien of choice before he stumbled out of the room and stopped in the middle of the hall.

The noise would have been impossible to miss, even if Argyle wasn't actively listening for him. Even as he tensed up, the Petrosapien was turning. Ben slammed down on the Omnitrix just as Argyle let go and, with his good arm, shot a shard of peranite as Ben's head.

In a flash of green, his bones and muscles melted, skin turning transparent and paper-thin as only a weak implication of keeping everything pulled together. And everything _did _pull together, the cells in Ben's body forced into each other one after the other, their functions combining and then multiplying a hundred fold in size, until he was standing with only a loosely humanoid form that was made entirely of green goo. The pulsing heat in his side was gone — technically, he didn't _have _a side anymore, so how could it be injured? In the wound's absence, everything felt lighter.

Right as the transformation finished, Goop felt a shard sail through his chest. As a human, that would have been his head, but the peranite projective came out the other side of his chest with little more than a tingling sensation. Goop might have giggled, except that he had no concept of being ticklish and his Anti-Gravity Projector quickly absorbed the waves back into his body.

He cocked his head, at least as well as he could, and regarded Argyle with narrowed eyes. Which was, of course, the closest that Goop could get to smirking. "_Ouch_. _My bad, was that supposed to be an attack_?" He trilled, mocking. The plan was to annoy Argyle into trying to kill him, after all. Ben didn't think that it would take very long to achieve that. "_Maybe we should do that again. Assuming that you're going to actually try, this time. I don't remember you being so bad at this_."

There was no retort or snippy compact or threat. Argyle said nothing. He made a strangled noise that sounded similar to a creaky door being slammed and threw himself at Goop. He jammed his stump arm into what would have been a stomach, had Ben been human, and tried to wrap his fingers around a neck that wasn't there. They fell to the ground, grappling for control. All Goop had to do was let himself flare up and Argyle was quickly scrambling away, once again burnt as green acid dripped from the places where he had been in contact with Goop. At least those body parts would grow back. His arm wasn't nearly so lucky.

"You'll die for this, Tennyson," Argyle hissed, wiping the toxins away even as his body was already regenerating. "I'll kill you. With my bare hands, if I have to." It wasn't a threat. It was a promise. There was a look in his eyes that made Ben believe him.

He was glad that he was Goop at the moment, though. Polymorphs weren't known for being easily swayed by emotions such as fear — or any other emotion, for that matter. "_You'll have to manage to land a successful hit, first. I'm still waiting_." Goop threw his arms open wide, gesturing at himself as though challenging Argyle to take aim.

He did, avoiding aiming at Goop entirely and pointing his good arm in the direction of the Anti-Gravity Projector. Muffling a mild swell of alarm, Goop tossed himself to the side, his ADP of course following him. The little disc hummed contentedly above Goop's head as he dodged shard after shard being lobbed his way. He was supposed to be getting the man to follow him back to the trap, but Argyle seemed content to keep missing.

"_Aren't you tired of being so awful at this?_" Goop taunted, impatient. He made the mistake of drifting a little too close.

Argyle knocked the Anti-Gravity Projector out of the air, sending it skidding down the hall with a powerful swipe of the arm. Immediately, Goop collapsed at his feet, a formless puddle. Even as Argyle stood above him, he didn't look proud or triumphant. The look on his face was a sneer, like an exterminator should have been dealing with Ben instead of himself. "Aren't you?"

The ground trembled and shook as peranite shards grew like thorns around him, but by then, Goop's AGP had already returned to him. With a quick fly-by, control of his body returned and the peranite around him went up into toxic green vapor as he dissolved the attempted prison and squeezed out through the forming cracks. Behind him, Argyle let out a shout of frustration, but Goop didn't stop to give him any attention. He flung his body up to the ceiling, sticking his body to the surface with ease.

"_Don't make me hurt you!_" He called to Argyle, who was continuing to shoot peranite at Goop as though that might have any effect. "_I could dissolve you where you stand, easily. It wouldn't be pretty_."

Unimpressed, Argyle focused on the ceiling above and gave a good, hard tug. Peranite split the paneling and sent it crashing to the ground, Goop just barely moving out of the way in time to avoid crushing his AGP and sending his body splattering everywhere. "Then why haven't you?" He shot back. "Scared, Tennyson? Afraid to kill a man with your bare hands? All that power and _this _is how you choose to waste it. This is _disgraceful_."

The truth of it made Ben wince. He didn't reply to the taunt. It was true. He was letting Popigai and Conway do the dirty work because he couldn't handle watching the light leave someone's eyes. He felt guilty enough about leaving Argyle with a disfigured arm, but actually taking his life? He didn't want to admit that he couldn't do it. That it _scared _him.

Nothing was supposed to "scare" him. He was the hero, wasn't he?

Goop flung himself down the hall, letting Argyle give chase. The mocking and jests were flung to the wayside. The Petrosapien looked, for the first time, legitimately furious with him. When he said that he was going to make Ben pay, the teen believed it.

He bounced from floor to ceiling to wall and back again, leaving burning holes where his acidic body made contact. Usually, Goop only dissolved things when he had to, but Argyle wasn't making anything easy for him. The hall was practically coming apart at the seams, with peranite bursting in on them at every possible angle. It curved and sweeped and twisted with every forceful gesture of Argyle's hand, chasing after Goop as though the crystal had a mind of its own. It might have even been beautiful, had it not been trying to kill him.

He tore his way through the peranite constructs with ease, almost having to carve his way toward the trap's location. If Argyle knew that he was being shepherded, then he didn't care. He parted the peranite for himself like he was splitting the Red Sea, not charging toward Ben like a mad men but marching with single-minded purpose.

His confidence was going to be his downfall. Goop flung himself around a sharp turn, the barricade of objects that he had set up with the others lying all over the hall or impaled around him on sharp lines of peranite. He skidded to a stop in the middle of the hall just as Argyle turned and, inevitably, set off the motion-detector that Goop had been so careful to avoid. Harmless laser fire was set-off, staggering him. That was it. _The signal. _Head bowed and eyes closed, Goop waited. Had he possessed lungs, he might have been holding his breath.

The door to his left was flung open but, instead of Argyle's shouts as he was drenched in Red Sleep venom, there was only the faint buzzing of fairy wings.

"Very impressive attempt," Murowa's voice purred, somehow managing to send chills down a spine that Goop no longer had. He whirled around to face her, shocked as he looked between her smirk and Argyle's. "But an attempt is all that it's going to amount to, Ben 10. The outcome of this encounter will be the same regardless of how you feel about it. I would say to surrender, but I know that you won't listen."

Her mocking meant next to nothing to Ben. He took it in stride, used to getting it from worse antagonists. "_Where is Tetraxt?_" Goop demanded, his artificial voice pitching with fury. "_What did you do to Conway and Popigai? If you hurt them, I swear I'll—_"

"You'll what?" Argyle cut in, looking unconcerned. He had the audacity to muffle a yawn. "No allies, no friends, no family… Even as grossly out-numbered and out-matched as you are, you're too much of a hero to run while you have the chance. You'll stay right here and fight us. And you'll lose."

Before Goop to react, Murowa darted forward. He brought his hands up to shield himself, but it was too late. Gold dust flickered down thickly, coating his head and shoulders and dusting the ground at his feet. Goop blinked, staring down at it all miraculously unchanged. She had tossed enough dust at him to send him into a week-long coma, and yet he was still awake and energized.

"_Maybe next time_," Goop said after a tense pause, "_don't hinge your plan on putting a single-celled organism to sleep. I don't do that._"

Deep in the back of his mind, instincts that the Omnitrix wired into the non-human gaps in Ben's brain hummed in confirmation. No, there was no need to sleep. His circadian rhythm had no need to waste such obscene amounts of time that could be spent making energy.

While Murowa considered the possibilities of strangling a being without a neck or lungs or need for oxygen, Argyle had no such dilemma. "Alright," he grunted. "Back up plan, then." He aimed his hand at the ceiling and, yanking down hard, a slab of peranite bigger than a fridge tore free from where Argyle had been subtly letting it grow and slammed Goop into the ground.

The steel dented horribly but, somehow, didn't tear. His AGP was crushed instantly, and while the puddle of Goop quivered in his attempts to move, he just as quickly went limp and sagged, bits of him pooling into the jagged contours in the floor.

It wasn't the first time that Ben had been crushed and he doubted that it would be his last. Luckily, Goop's body was built to handle it but that didn't mean that he wasn't feeling a little dazed when he shakily pulled himself together. He didn't feel all that eager to come out, knowing what was waiting for him. Goop was considering melting through the floor and launching some sort of sneak attack but, before he could work through the details, he realized that Murowa and Argyle were talking above him.

Maybe "talking" was too generous. It was more like a screaming contest.

"We settled this before we came here, Argyle!" Murowa shrieked. Her voice was high enough to make glass crack. "This is _my _work, _my _initiative, _my _station—! How many times do I have to tell you? He is _mine!_ Lift that _fucking _boulder up right now, and I swear, if he's dead, _you _won't be far behind!"

"I'd like to see you try, _Pixie_. You saw what he did to Diavik! This is justice!" Argyle snapped right back, venom in his words.

The noise that Murowa made in response was unlike anything Ben had ever heard. The closest that it came to was a roar. "_You leave Diavik out of this_! It was _your _bullshit plan that kept us here! Had we left when I said to, _he would still be alive_!" While she was shouting, they both managed to miss Goop's AGP reforming nearby. It swept him out of the hole in the floor, but Ben didn't leave. He wanted to attack, but he was beginning to think that they would be clawing at each other's throats in another minute or so anyway. "How many times must I tell you that _I'm not interested anymore_? You're so _thick-headed_, so _selfish_, so _oblivious_—!"

Argyle huffed as though bored, cutting her off. "Is that so? _Now _who's the one flirting?"

The beeping from the Omnitrix dragged their attention away from each other and back to Ben. His body condensed and solidified, reforming bone and blood. With nerve endings and injuries again, Ben felt every scrape and cut and bruise hit him at the same time. He winced, hoping that neither of them noticed and mistook it for fear. After watching them bicker like an old married couple, Ben was starting to wonder why he was ever worried about them at all.

"Hey." He waved at the awkwardly. They were both stunned, staring at Ben without expressions. "So, uh, don't mind me. I was just on my way out. I'll… leave you to it…?"

He didn't seriously make a move to leave, though. Argyle had been right earlier, when he said that Ben was too much of a hero to run. He wasn't going to go anywhere without his friends and both Murowa and Argyle under lock and key.

Neither of them so much as twitched, but Ben didn't care. He reached for the Omnitrix again and that was enough to send Murowa, at least, jerking into motion. She wasn't fast enough. Her claws cut through the air where Ben's wrist would have been, but in a flash of light, he was far out of reach. Suddenly about the side of his foot, Ben's much smaller body grew lightweight and agile, his head and brain expanding in a much wider cranial cavity as everything else became comparatively weaker.

By the time Argyle bothered to get involved, Grey Matter was already on the move. He jumped back toward the jagged peranite slab in the middle of the floor, wiggling his way between a crack and underneath it to grab tight hold of a slight groove. As expected, Argyle lifted the slab — that time, without Murowa needing to scream at him to do it. Grey Matter kept a strong grip on the crystal, making himself as small as possible.

When Argyle leaned closer, scanning the crushed steel below for any sign of a Galvan, Grey Matter let himself drop. He landed on the Petrosapien's head with a dull thud. "_It sounds just as hollow as I hypothesized. Unsurprising, though further research will need to be conducted to be certain of the exact lack of intellect at play_," he remarked clinically.

He had to jump to avoid being pulverized — apparently, Argyle was not stupid enough to hit himself, but he made a grab for Grey Matter anyway. Murowa soared over his head to grab him as he did a twisting leap through the air, only to miss by a mere few inches as Grey Matter used her head for a launching platform. He dove into the hole that Argyle had torn in the ceiling, ducking behind the exposed piping to catch his breath and, hopefully, formulate a plan.

Clearly, Argyle and Murowa had known about their trap for a while in advance. With the advanced intellect of a Galvan, Grey Matter berated himself for not considering it a possibility sooner. Of course there would be smaller cameras that were easier to overlook. They had probably been being watched the whole time, attacked only because they had willingly separated their group and lost the only advantage that they had: numbers.

That was a good idea, actually. Echo Echo would be a good match for a Petrosapien, which was something that he knew from experience. And it wasn't as though living sound waves could be put to sleep, effectively neutralizing Murowa's most effective maneuver.

He re-focused on his surroundings, mildly surprised that Murowa hadn't fluttered up after him. She was small enough to fit. Were they simply _that _confident that he would be coming back? It reeked of smugness.

Grey Matter turned to drop back down, planning to shift into Echo Echo mid-fall, until he noticed what he had missed while occupied with his thoughts. The sound of grunting reached him first, then crystal grinding together, but he felt his breath leave his lungs when he finally processed the sight before him.

Lavender peranite clashed against Argyle's lime green, Popigai grunting with the effort of keeping up with someone who had twice the skill and experience that he did. Where had the cadet even come from? He swung a punch, missing by feet as Argyle ducked underneath and grabbed his wrist. With a neat flip, Popigai was sent to the ground, and that was all that Ben had the opportunity to see as his view was cut off.

Suddenly popping out at him, grinning, Murowa grabbed Grey Matter around the torso faster than he could react. He was yanked out of his hiding place roughly, shaken up like a doll. He bit down on Murowa instinctively, to no effect. She didn't so much as flinch.

"Guess I didn't give him a strong enough dose," she trilled, keeping her fingers curled just so to prevent Grey Matter from reaching the Omnitrix on his back. "It's inconsequential. Your other friends will be out for a while still, and this ended up working in my favor, don't you think? Polymorphs may not sleep, but I _know _that Galvan do."

She rubbed her fingers together, gold flecks of dust accumulating seemingly out of thin air. No matter how Grey Matter twisted and squirmed, he couldn't get free of her hold. Even being so close to her dust made him sleepy. The injury in his side (proportionally shrunken though it was) tore and burned, clumpy green-tinted blood running down his side and between Murowa's clenched fingers. The stitches had split. If he didn't bleed out as a Galvan, then Ben knew that he would be in trouble as soon as he was human again.

"Let him go!" Popigai's indignant cry reached them.

He was pulling himself back up off of the ground, his Plumber suit torn away over his left arm to reveal unsightly cracks. Apparently, Argyle hadn't registered him as a threat and seen it fit to leave him there. Even turning back, the former Magister didn't look all that surprised or concerned. Mostly, he seemed annoyed. It gave Ben a sinking feeling in his gut.

Argyle turned his head toward Popigai curiously, eyes narrowed in a way that made the cadet flinch despite himself. There was a pause, as though no one in the hallway dared to breathe while he thought. Finally, Argyle shifted and shot an unreadable look at Ben. "Consider this retribution for what you did to Diavik, Tennyson. Watch closely — you won't want to miss it."

Even as Popigai ducked and rolled, Ben knew that it wouldn't be enough. Argyle stuck out his good arm and a peranite wall sprang up, stopping Popigai's retreat. On the ground already, all Argyle did was place a foot on the man's back and push him back when he tried to get up. He brought his other foot forward and, looking completely uninterested, Argyle slammed it down. Hard.

He wanted to look away, but Ben couldn't. Popigai's body went limp, the shattered remains of his head soaked through with the clear, acidic-smelling blood of Petrosapiens. Something blue and squishy-looking oozed between the fragments, no doubt the remnants of his brain. Sightless, cloudy eyes rolled with blood vessels and nerves still attached. The golden color that had been so bright when Ben first met him looked dull, like someone had flicked a switch and rendered Popigai vacant. Desolate. Empty.

Something snapped.

The next time that Grey Matter bit down on Murowa's hand, she shrieked in protest. His teeth tore the skin that, before, had been unyielding. Thick purple blood filled his mouth and Grey Matter didn't bother spitting it out. He just bit down harder, as though tearing her hand to shreds would somehow fix the shattered skull lying a few feet away.

It didn't, but it did make Murowa loosen her hold. She let Grey Matter go flying, clutching at her wrist with her good hand. He was in the air for maybe two seconds before he managed to get his hands to the Omnitrix attached to his back and touched the dial.

The transformation was jarring, but Ben barely noticed it through the red clogging his vision. Everything expanded, blew up to a hundred times the size. Denser bones dragged around by muscles that made up over half of his body mass. Eyesight became poor and he grew a tail, but all of that was inconsequential so long as it meant that he could make Argyle _hurt _for what he had done.

Not just to Popigai, but everyone else that Ben had been too caught up in his own self-pity to properly avenge. They were both going to pay. Until there was nothing left for Ben to beat into the ground.

Humungousaur didn't stop growing just because the transformation was finished. He let his size double, then triple, then quadruple, until he went from being ten feet tall to sixty. With a roar that shook the surrounding area, he crushed through level after level of flooring with no signs of stopping. The steel ground buckled beneath his hulking weight, but Humungousaur didn't _care_. The satellite would all go crashing down, even if he went along with it.

He swiped his massive tail to the side, knocking down walls and barely feeling it. One hand shoved several layers of flooring out of his way, causing a massive collapse. He was looking for Argyle, but if he crushed the guy with his rummaging, then at least he wasn't risking the loss of anything _valuable_.

Motion in his peripheral caught his attention and Humungousaur swung his gigantic head around in time to see Murowa flying up toward him. He attempted to knock her out of the sky like a fly with one bat of his hand, but she darted through his fingers without losing speed. He stumbled back, convinced that she would try to put him to sleep again, but Murowa didn't go for his head at all. She slammed herself into the Omnitrix watch-face emblazoned on his chest.

She had spent long enough poking and prodding at his wrist to know a few basic functions of the Omnitrix. There was a flash and Ben found himself on his own, unsteady human feet. His legs were shaking, threatening to give out. Everything was sore and aching. Why was he so exhausted and dizzy? Was everything supposed to be so blurry? He clutched at his side, stifling a gasp at the fresh blood soaking through his shirt. Humungousaur must have forgotten that little detail. It was hard to remember anything other than fury.

He stumbled, wheezing, and was picked up by the back of his shirt with a yank so hard that it almost tore the fabric. It caused Ben to choke, which Argyle paid no mind as he swung the teen around as easily as lifting a pillow. Some rough maneuvering ended with Ben facing the man, his Omnitrix wrist clamped tightly by Argyle's other hand. For all of Ben's tugging and struggling, the man didn't move an inch.

There was no verbal comment, but the gleam in Argyle's eye and the upturn of his lips said plenty. The grip on Ben's wrist tightened to the point of pain, then further still, until he was clenching his jaw tight enough to hurt in an effort to hold back shouts of agony. He swore that he could feel his bones grinding together, that Argyle was being sadistic before just snapping them through the watch. If such a thing were possible, Ben had no doubt that Argyle would find a way to do it.

"Stop that!" Murowa snapped, exasperated and still furious with her "friend" as she fluttered into Ben's peripherals. "I didn't put all of my time and effort into doing this just so you could kill him on the spot. Stop with the tough guy routine and turn him to face me." She flicked her hand and Ben imagined that she was drawing a circle in the air with her finger. The picture was funny to him, but he couldn't figure out why. Maybe he had lost more blood than he thought.

"Funny how I'm not a "tough guy" until it conveniences you," Argyle huffed in reply. Nonetheless, he seemed cooperative. Still holding onto Ben's wrist, he twisted the Omnitrix arm behind his back and rotated his hand until Ben swung gracelessly round to face Murowa.

Had he not been putting all of his efforts into staying awake, Ben was sure that he would be feeling pretty embarrassed. Being restrained made his heart slam in his throat. He writhed weakly but didn't have the energy to kick up a fuss about being contained like he normally would have. He wanted to, of course, if only it wasn't taking so much focus to keep his eyes open. He was tired of passing out and fainting. Whatever they were going to do with him, Ben would stubbornly be awake for the whole process. He didn't try to use the voice commands for the Omnitrix because they would slam his head into the wall long before Ben could finish getting out a string of coherent words. Although, he did sort of wish that Murowa would punch him, just so that he could spit blood back in her face like they did in the movies. That would be badass.

Wow. He really needed a hospital.

Ben wasn't in much of a talking mood, but Murowa was looking at him like the cat that got the cream, so he licked his drier-than-dust lips and gave it a shot. "_Fuck you_," he mumbled, sounding exhausted instead of delivering the spine-curling threat that he was going for. "You're both psychotic. I don't care what it takes, I'll make you pay with my bare hands if I have to." His blood boiled, livid beneath his skin even as he went lax in Argyle's hold without the strength to keep himself rigid. Even the split wound in his side faded to a dull, background ache when he was too busy being furious with the two of them to think about anything else.

All Murowa did was tisk, shaking her head sadly. "Look at where those spiteful feelings have gotten you, Ben. The only difference between where you are now and before your escape is that there's yet another body on your shoulders. "_The Great Ben 10_"? I wonder what _he _would say if bodies could talk. Do you think he _wanted _to give his life for someone like _you_?" Ben winced, the comments striking a cord, and Murowa continued without pause. "Let it never be said that I only ever do things the _easy _way. I think it's time that you learn a long over-due lesson, Ben."

She reached for him, glittering flecks of her golden sleep dust speckling her gloved fingers like stars would blanket the night sky. He recoiled on instinct, lashing out with the arm that wasn't restrained. "Don't call me that," Ben hissed. "Don't call me by my name like we're _friends_, like you _know _me. You're a _fucking monster_, you both are, I don't—"

Gleaming, aureate flecks drifted down, a soft powder that was far less intense than what Ben was expecting. He blinked, immediately calming as a fresh wave of drowsiness hit him. It only added on to the molasses clogging his thoughts. Maybe he should have been sleeping more, like Popigai said. Like he would never say again.

His eyes burned but Ben couldn't tell if that was the dust getting caught in his lashes or because he was crying. He wasn't sure. He wanted to ask someone nearby if he was crying or not, only his tongue didn't want to cooperate. Ben worked his jaw idly, noting with surprise when he reached up to touch his face that both of his hands were free again. That felt significant for some reason, though Ben couldn't remember why. He heard voices, ones that should have been familiar, and then his knees were folded underneath his weight and he found himself kneeling on solid ground.

"Popigai…" He clutched his head with one hand, grimacing at the throbbing headache that was beginning to build behind his eyes. That took priority _after_ the crushed form of his friend, swimming in and out of focus several feet away. Ben reached for him, crawling forward on his hands and knees in an attempt to reach. A part of him was convinced that if he could just get there, _had he been there in the first place_, Popigai would be alright again. Petrosapiens could grow back so many other body parts. Why not heads? "Hang'in there, buddy. I'll… You'll be…"

His hand came down on a puddle of something that was cool to the touch and sticky. Ben paused, lifting his fingers to squint at what was clinging to his skin. The material was watery and reeked of sulfur. Petrosapien blood.

Then, suddenly, it wasn't. It was the deepest of crimsons and hot enough to burn. Ben wiped it off on his shirt, panting, before he realized that Popigai was gone. The trail of human blood led back to a familiar head of fiery orange hair. Gwen's glasses were dropped next to her in the pool of blood, sightless eyes frozen to match the horror on her face. Tatters of her shirt were scattered around her, torso ripped and torn into like a wild animal had tried to see how much meat it could suck off of the bones. The only thing holding her head to her waist was the cracked remains of her spine.

She was clutching Ben's letterman jacket in a white-knuckled hold, hand separated from her body and lying next to her. It was practically teasing him. _Look at what you did_, it seemed to whisper, mocking and coy into his ear. _If only you had been there. If only you had done something. _

He squeezed his eyes shut against the onslaught. It wasn't real. He could hear Murowa's voice, light and taunting, and knew that she was doing something to him. He didn't know that Nemuinas could create hallucinations for someone who was awake. Ben pinched himself, hands shaking, but it didn't change anything. He cracked his eyes opened and, sure enough, Gwen's body was still there. Whatever Murowa was doing, it was _real_. Real enough, anyway.

"Stop it," he panted, staring at the ground. The blood that wasn't really there certainly felt warm and sticky against his fingers. It was leaching into his pants, staining them as thoroughly as his skin. "Stop, you can't… this isn't real. I won't let you—"

Ben cut himself off, wincing, as a wet slap greeted his ears. He knew that what he was about to see wasn't going to be good, but his eyes dragged upward despite himself. Kevin stared back at him, eyes angry. Wherever the rest of his body was, Ben didn't see it. He only saw the accusing gaze and the neck wound with part of the cervical spine still spilling out.

He felt bile in the back of his throat but choked it down. Whatever Murowa was doing, he was still aware enough to know that she was doing _something _and he wasn't going to give her the satisfaction of breaking him. Still, Ben knew that he was trembling and everything felt too hot. He was clammy and pale, sweating and unable to catch his breath. He tried to tell her again to stop but all that came out was a hopelessly pathetic little noise. Words didn't want to form on his tongue.

There was movement at his side and Ben turned to it almost gratefully. Dead bodies didn't move. He didn't care what it was, so long as it wasn't another corpse.

It wasn't. Rook was there, looking as alive as the last time Ben had seen him. He couldn't get out his friend's name, not with the overwhelming feelings keeping him rooted to the spot, but he hoped that his relief showed on his face.

"Ben." At the very least, Rook sounded relieved. Was he real? His voice was so familiar. Even when he knelt down and cupped Ben's face, the metal of his gloves felt cool against feverish skin and the texture was exactly right. "Ben, I was looking everywhere for you," he continued. "Gwendolyn and Kevin, they… Well, you have seen them." The smile on his face twisted into a sneer, one that had Ben flinching away as Rook's lips curled back to reveal razor-sharp teeth. "This is all _your _fault. If not for you, we would not even need to be here. _You _did this, Ben. I cannot believe that I _ever _admired you. That you can still think of yourself as anything but _scum_." Rook fisted his hands in the front of Ben's shirt, yanking him forward and jostling him in the process. _Was it real? _"I hate you," he hissed, eyes blazing with fury around slitted pupils. "Do you hear me, Ben Tennyson? _This is all because of you_—"

He didn't finish, but only because peranite suddenly pierced Rook's chest, snapping his Proto-Armor like plastic. It gleamed with blood all the way down, right to where flesh and pieces of bone stuck out obscenely from his torso. Rook's hands went limp and fell away, eyes rolling back but his furious snarl remaining. It almost seemed to be purposeful, as though Rook was saying, "_See my point?" _There was a sickening squelching sound as the peranite shard was slowly drawn back. No one was waiting behind Rook, but without the support, his body slumped forward and collapsed on top of Ben.

Numb, he stared directly ahead at nothing as his arms came up to encircle Rook's shoulders. At least Ben hadn't passed out, like he feared he might. He could feel the gaping hole in Rook's chest, his fingers brushing mangled skin and lung tissue, but it didn't horrify him like it should have. Rook's words bounced around in his head. And then they were Ben's words and his voice, thick with undeniable conviction.

_This is all your fault. I hate you._

The click of handcuffs around his wrists, drawing his hands behind his back where Ben knew he wouldn't be able to reach the Omnitrix, was almost merciful. He struggled, or he thought that he did, but his arms were having just as much trouble following directions as his mouth was. Had that been the goal? To subdue him? Ben had no idea what was happening, just that he stared at the ground and let himself be led away from the blood. It didn't leave his clothes, but he got the feeling that it would eventually if he was quiet and still.

He heard Murowa chuckle, a cooing voice right by his ear. "_Did you think that nightmares could only exist while you were dreaming?_" She hissed, gleeful.

There was no way to reply to that, so Ben let his eyes slip shut. Anything to make it stop.

_Anything. _

* * *

**A/N: Was that ending cliche? **_**Oh well.**_

**Also, if that ending line sounds familiar, then good. It was supposed to.**

**Chapter Thirty-Four: **_**In the Crosshairs**_


	38. In the Crosshairs

It wasn't "waking up," because Ben hadn't been asleep, but there was a sharp shift from whatever Murowa's dust had done to him and the sensation of it wearing off. It was as though he'd had an enormous weight on his chest and hadn't noticed until it was removed and he could breathe again. Like having someone else puppet him around and dictate his actions and only then getting his autonomy back. As if there had been a film over his eyes and everything had suddenly snapped back into focus.

The first thing that Ben noticed was that he was chained. Again. Which wasn't surprising, he had just been hoping that he _wouldn't _be. He was pretty drained after hallucinating for who-knew how long, but Ben gave a tug at the manacles holding him even though he knew that it would have little to no effect. They held, as expected, and he slumped with a resigned sigh. As uncomfortable as he was to be tied back, being upset had never made anyone release their victims. That sort of defeated the point of kidnapping and restraining them in the first place. At least it was only his wrists, rather than all four limbs and a waist and neck restraint for good measure. Plus, there was no gag. For the time being, Ben considered it an upgrade.

Positive thinking was key, otherwise he was certain that he would be rightly panicking.

He popped his neck and rolled his jaw until it didn't feel so cramped and stiff. His mouth was drier than dirt, but Ben couldn't do much about that. There were no IVs in his arm the second time around, so either Murowa was going to give him water or he was going to die of dehydration. The second one didn't seem very likely, considering how she had reacted to Argyle trying to kill him. So, convinced that he wouldn't be killed at least for the time being, Ben examined his surroundings. He didn't plan on staying and escapes tended to go smoother if he knew what he was dealing with.

His prison wasn't the typical set-up with energy fields or bars. There was a large, glass dome surrounding where Ben was kneeling on a raised metal platform, arms restrained on either side of him. The Omnitrix still had the watch-face exposed, like his manacles from before, but there was a new addition to it. The clamp that Murowa had been adjusting was embedded into the side of the popped-up core, but an enormous machine was descending from the ceiling, where the glass dome appeared to begin. For as complex as it was — about the size of an eighteen wheeler and brimming with circuits and exposed bits of hardware — there was only a few thin wires connecting it to the watch's clamp. Ben had no idea what it was for but he didn't care, either. It would be coming off.

Beyond the dome, Ben was pushed toward the back of an expansive room. It was as tall as any normal airship hangar, but more square instead of rectangular. There were some desks set up haphazardly, like someone had just crammed their office into the middle of the room and left it like that. A lot of the space was empty or used for storage, it looked like. Definitely temporary, but that also meant that there weren't many places for Ben to hide if he wanted to do a sneak attack and he didn't have much that he could use to help himself out. There were vent coverings in the walls, high up near the ceiling, but those weren't going to be helpful. If Ben was going to bother crawling into a vent, he'd use an alien form that could just as easily knock down the wall instead.

He tested the shackles, rotating his wrists, and found that they were tighter than before. There would be no slipping out or dislocating his wrist to squirm free like they did in old crime movies. Ben cleared his throat. Might as well try it, right? "Omnitrix, user access voice recognition mode." He waited for the responding beep that signalled that he was being listened to, but it didn't come. Frowning, Ben repeated himself more firmly. "Omnitrix, user access voice recognition mode."

Still nothing. Was he missing something? It didn't look like anything was encircling his wrist, so the Omnitrix should have been able to hear him. He tried to shake it out of frustration, a habit, but was sharply reminded that he couldn't move his hands. Being tied up was getting old.

"Omnitrix—" Ben tried again, annoyed and impatient and definitely not at all scared. He bit his tongue to stop himself from continuing when the door to the room suddenly slid open.

His gaze immediately snapped up, meeting Murowa's, and Ben tried very, very hard not to react outwardly in the slightest. He succeeded, staring her down with a dead expression until she finally gave up their staring contest and fluttered into the room with an exasperated eye roll. She might have muttered something like an insult or curse, but that wasn't what Ben wanted to hear from her.

It took longer than Ben would have liked to admit to find the words, but eventually, he managed, "What did you do to the Omnitrix? The voice command isn't working."

Their relationship as prisoner and warden was hard to place because Ben had been unable to speak to her. She certainly had talked a lot, though. To herself mostly, but plenty to him, always something cruel or mocking to say. Murowa hadn't changed much. Ben expected her to be angry, either with him for escaping or with everyone because Diavik had been killed. She actually seemed happy as she busied herself at her work desk, annoyance with Ben from a moment ago apparently forgotten as she started making a weird chirring noise. It sounded like locusts chirping. It took Ben a moment to realize that she was humming.

"Of course it's not," Murowa replied. It was surprising that she had bothered to acknowledge him at all. "You've noticed that there's a new device clipped to the Omnitrix, yes? It's different from the one before, which was surface-level and temporary, whereas this one is more embedded and _much _more permanent." She shot him a pointed grin over her shoulder before turning back to the desk. "While you were being nice and compliant, I took the liberty of getting a closer look, now that I finally had the time to do my own work! I found this beauty fairly easily." She turned around, something small and metallic clutched between her fingers.

Ben was too far to actually see it, but he took a wild guess at what she was taunting him with anyway. "The microphone?" He asked dryly.

The smile that Murowa gave him was positively beaming. Whatever it was that was making her so happy, Ben wanted nothing to do with it. "Exactly! You're now unable to make calls or access voice commands. Even if you could get into contact with any Plumber feeds — which you can't — it would accomplish nothing." She ground her fingers together, little metal flecks and wire scraps settling over the floor beneath her like a fine layer of dust.

Likely, it was intended to be a threat, but Ben wasn't all that affected by it. He was mostly amused by the fact that Murowa had saved that useless microphone piece from the Omnitrix just to crush it in front of Ben. It was such a classic villain move — he might have commended her for it if he wasn't, well, in his current situation.

He didn't have the energy to put up with another post-kidnapping tyrade from someone who wanted to cause him pain. Ben felt like he should have been taunting her right back or putting up a fight, but honestly, he sort of wanted to sleep. His position wouldn't make that very easy, but he could try. It certainly beat listening to Murowa spout off every cliché in the book. As if Ben hadn't heard it all a dozen times.

"Nothing to add?" She arched an eyebrow, amused but unsurprised. The thin-layer of smugness behind that grin made Ben clench his jaw in frustration, though he remained tight-lipped purely from stubbornness after that. After a moment, Murowa tore her gaze away and started through drawers open, shuffling around for something. "Always so overdramatic! And such a handful, too, though well-worth the effort. Hopefully, anyway." She tisked, shaking her head. "I'll have to do something about those wounds you've acquired, though. Can't have you dying on us, hm?"

To that, Ben actually managed to make his mouth work. "I don't know why you're complaining," he said, muttering what should have been a shout. "Aren't you the one that ran me through in the first place? Thought that you would be happy. Turns out that I _can _sustain damage. What a concept."

She said nothing, but came up a moment later with a jar of what looked to be grape jam. Ben knew that that wasn't what it was, but he didn't know how else to describe it. A salve, maybe? The texture looked too gelatinous for that.

When Murowa drew near, Ben tensed, coiling in preparation to lash out. He was already on his knees, and as soon as she was close enough for it to be effective, he suddenly hoisted himself up as far as his bound hands would allow and side-kicked her. Or, attempted to, anyway. The motion sent a searing pain through his side, aching deep into his torn muscles, and Murowa easily dodged around his attack while Ben was still reeling from what had happened.

Before he knew what was happening, Murowa's fingers were glittering with dust that she flicked into his face, catching him right in the eyes. Ben held his breath, subconsciously fearing the worst. His eyes slammed shut on impulse, but unlike the last time, he didn't see or hear and bizarre hallucinations of his friends leaving him or dying or both. His eyes didn't want to open and his body went lax, falling smoothly back to his knees. Over all, Ben didn't consider it that bad of an effect. It was easier to not care when he wasn't given a choice in the matter.

Exhausted, it took the feeling of his shirt being pushed up for Ben to bother trying to open his eyes again. He didn't get them very far, but it was enough for him to see what Murowa was doing. Her jar filled with that unidentifiable substance was open and there was a thick layer of it coating her fingers. All of the bandages and stitches had been lost between transformations, so there was nothing stopping Murowa from, say, jamming her fingers directly into the wound.

Which she did, digging her small hand in deeply and smearing the salve generously. Her hand came back soaked with blood but it didn't register completely to Ben. There was a disconnect, clearly, or else he was sure that he would be in pain. Murowa scooped out another chunk of her alien medicinal jelly and applied it the same way as the first one, practically massaging Ben's insides. It didn't hurt, but it was a little uncomfortable. Ben twitched and shuddered, wanting her to stop, though didn't have the energy to do much more. He had been tired before her pixie dust trick and heaping on more reasons to be exhausted hadn't helped.

Seeing as how there was nothing that he could do to stop her either way, Ben grimaced and tolerated it. For the moment, Murowa wasn't making anything worse. She practically filled the gaping gash in his side with salve before moving on to its twin, running down the length of Ben's stomach. It made him squirm involuntarily, but she ignored him and kept at it until finally — _finally _— pronouncing herself done and closing the medicine jar.

The film settled over his thoughts was lifting, and with it, feeling returned to Ben's body. The wounds in his abdomen were throbbing, not surprising considering that Murowa had just jammed her hand into it and filled it with a weird alien cream. He was prepared to handle the discomfort, but what Ben _wasn't _prepared for was that burning itch to dig deeper inside of him. Suddenly his entire torso felt like an oversensitive mass of nerves, aching and causing Ben to squirm with the need to dislodge whatever was causing him pain.

He twisted and writhed to absolutely no effect, growing more frantic with his movements as the pain grew. His shirt had fallen back into place, so Ben had no way to see what was happening to his wounds, but it felt like someone was shoving a white-hot iron into his side. If he was quiet, he could have sworn that he heard his flesh sizzling. He bit into his lower lip to keep quiet, hitching on a sharp cry. The sort of noises that Ben made were inhuman and humiliating, but while he could choke down the urge to scream, there was no way to force himself to be completely quiet. It was hard to think critically through the fire tearing through him grew to an inferno, crashing and cresting in wave after wave.

There might have been tears, not that Ben remembered or care to. By the time whatever was happening to him finally _stopped_, his entire body was tingling and he felt rung out and hollow. His head lolled forward, chin bouncing on his chest, and that was when Ben figured out that Murowa had moved away at some point. He didn't care all that much. He was so exhausted that he was genuinely confused as to why he was still awake. Every inch of him still felt twitchy and tender.

To be honest, it was starting to get annoying. Saying that he was "sweat-soaked" or "pale and clammy" was so typical for him by that point, that Ben didn't even bother trying to pretend that he was anything other than drained. He wanted to nap and he wanted to slam Murowa through the wall and into the vacuum of space. Maybe not in that order.

His self-esteem and confidence in himself had been thoroughly destroyed not long after he was first kidnapped, so with all of his impromptu pity parties out of the way, Ben was beginning to feel indignant. All that he had accomplished, all of his hard work, all of his _power_, and yet nothing had changed since he was ten-years-old and still found himself in Vilgax's grimy clutches for the first time. The frustration building beneath his skin was as unpleasant as that salve had been.

"Well?" Murowa's grating voice broke him from his reverie. He tilted his head just barely enough to see her, tiny pointed shoes hovering in the corner of Ben's vision as Murowa fluttered in front of him. She hadn't left him alone after all. "Do you feel any better? I didn't stick my hand into your stomach for _fun_."

Ben sighed. He really, truly, _honestly _did not have the patience for his usual shenanigans with villains. Instead of ignoring her though, he changed some of his frustration with the situation into a glare. "I'd feel a lot better if we traded places," he seethed, straining against the manacles. "Or, hey, you could just let me go. I'm not in a position to be picky, as you can see. I'll end up kicking your ass either way."

She gave him a dry smile. "_Charming_. But unless you want me touching you more than absolutely _strictly _necessary, it's in your own interest to cut the shit and answer my question."

Curious, Ben arched an eyebrow. It was weird. Murowa was being so… pleasant. Compared to the last time they were alone together, anyway. She hadn't even called him an "it" or referred to him and the Omnitrix as a singular object yet. Stubbornly, he looked away and muttered, "What does it matter to you one way or the other?"

"After all the trouble I've gone through for you?" Murowa tilted her head at him, lips twitching in an odd mixture of condescending and amused. "I'm already speaking English for your benefit, now that the Omnitrix's translation feature is effectively moot without its speaker. You caused quite a mess by escaping, Ben. Killed someone very near and dear to me. I know you lost your Petrosapiens friends, but you have other friends that are alive, don't you? Shouldn't you want them to stay that way?" When Ben stayed quiet, she fluttered closer. "You can continue trying to distract me if you like, but I grow tired of this exchange. So, I repeat myself: _well?_"

Okay, sure. That was an awful attempt at changing the topic anyway. Ben rolled his eyes. "How do I feel? I _feel _fine, so you can take your fake concern or whatever and shove it up your—!" He paused, anger gone as easily as flipping a switch. "Wait. I feel fine?"

That wasn't supposed to be an invitation for Murowa to lift his shirt up, but she did anyway. Ben recoiled automatically, both from her touch and in anticipation of more pain. He felt her gloved, blood-soaked hand prod his side but, to Ben's surprise, that was _all _that he felt. There was no aching, no stinging, no burning. He let out a shaky breath, staring wide-eyed at the ceiling with the realization that, for the first time in a long while, Ben really _did _feel fine.

"Then the salve worked. Good. I was worried that it wouldn't have the desired effects on a human. _Fascinating_," Murowa remarked, sounding giddy. Right. Somehow, Ben had forgotten that she had an interest in dissecting him. Or, more aptly, dissecting _everything_. At least she was limiting herself to non-invasive experimentation. Mostly, at least.

Seemingly back to ignoring him, Murowa let Ben's shirt fall back into place and fluttered away. He sort of wished that he could see what his abdomen looked like with his stab wounds apparently "fixed," but that wasn't as important to him as being pain-free was. It felt so good to stretch and shift without having to brace himself for a shock of discomfort or having to risk pulling his alien stitches.

After a moment, Ben cleared his throat. Murowa didn't acknowledge him, but he spoke anyway. "So, uh… thanks, I guess. For healing me. That was… yeah. Thank you."

She lowered the blueprints that she was holding to shoot Ben a puzzled, somewhat frustrated look. "Thank me? Why? I didn't do it for _you_. You've been running around this station with an open wound for almost three days, did you know that? We go so _ungodly _slow that it's only thanks to our failing cloaking device that we haven't been surrounded by Plumber cruisers yet. And this whole time, you've had little to no sleep, food, or water. I'm amazed that you aren't in agony from shock or blood loss or gotten yourself a staph infection yet. Humans are so fragile, it's a _miracle _that you're even still alive." Murowa chuckled, eyes gleaming as a smirk drew across her lips. "And I can't have you dying on me. Not after all of the _years _of effort I've put into finally meeting you."

Ben clenched his jaw in frustration. "I am _not _fragile," he snapped. "I think I'd take dying over being stuck here, forced to watch you pat yourself on the back and stroke your own ego. Wow, good job, you captured me. As if I haven't been kidnapped a dozen times by guys better than you. And I _still _took all of them down in the end."

"You don't get it, do you?" Murowa shook her head, angry. "This isn't some hero's challenge or a question of good versus evil! You've _lost_, Tennyson. This whole thing, it's one big game and nothing more. You want an example?" She dropped what she was holding onto her workbench and fluttered over to Ben, through a slit in the glass dome that he hadn't noticed before. "That clamp that I had on your Omntrix the last time?" A loose gesture at his wrist. "It was designed to harness the powerful self-destruct feature and funnel the omni-energy into a concentrated beam strong enough to destroy worlds. Ask me why I bothered making it. Ask me why I didn't just _buy _or _design _a doomsday device."

For a moment, Ben said nothing at all. He was a little bit worried about the look in her eyes. Sure, Murowa never presented herself as very mentally sound, but there was always a certain element of calculated control to her special brand of crazy. In that moment, she looked unhinged. Was that just the effect that Argyle had on her? Ben blinked, shifting in discomfort. "Um..." He licked his lips. "I didn't know that you _were _trying to blow up a planet, but why—?"

"There _is _no reason!" Murowa snapped, throwing her hands up in frustration. "That's the big twist! Isn't that wonderful, just absolutely _hilarious_? The only reason I _bothered_, the only reason I _wasted _so much _time_, the only reason your friends have even a _miniscule chance _of successfully rescuing you is because Argyle thought that it was more _fun _this way!"

Thoughts spinning, Ben felt distant. He stared blankly. "Fun…?" He whispered.

Either not noticing his anger or not caring, Murowa nodded savagely. She floated up somewhere above Ben, tinkering with the giant focusing device hooked to the Omnitrix. The only reason that he knew that was because of all the noise she made in the process. "Yes, _fun_! He thinks this is all a joke, some way to pass the time! I don't! This is my _life's work_. But unfortunately, I'm a woman of my word! I never should have asked for his help, but what could I do? You weren't being predictable, you weren't staying in place or doing what you were supposed to! The first set-up for you failed, which was the extent of Argyle's charity. I'm lucky that I got your buffoon of a "friend" to turn on you at all, but that Plumber attack on your pathetic base wasn't cheap. That was another favor from Argyle, and the first had been generous enough. He had me turn the Omnitrix into a weapon only because he _knew _that it would inconvenience me. That's it, Tennyson! That's the only reason I bothered with your first week here at all! Had I gotten to have it my way, we would have done _this _first thing after I got my hands on you."

As if to emphasize her point, the machine over Ben's left wrist whirred to life, creaking and groaning like it was barely holding itself together. Lights began flashing in all sorts of colors, bright and fast enough that it quickly gave him a migraine. Ben closed his eyes and recoiled on impulse, but there was nowhere to retreat to. Being near it made him hot and uncomfortable, though it thankfully didn't seem to be enough to burn him.

But that wasn't the point. Ben was finally getting answers from Murowa, even if they were for questions that he hadn't asked. He didn't want to let her lapse into silence again. "So why do you bother with him?" He had to raise his voice to be heard over the sound of the machine. "If you hate him that much, why don't you break it off? Do your own thing?"

She startled him by abruptly dropping down into Ben's line of vision. There was a scowl on her face, but it quickly faded, creasing into a pensive frown. "I've thought about it," Murowa sighed. "But I don't hate him. Despite everything, I _can't_. That's the problem."

That wasn't at all the answer that Ben was expecting. He shook his head slowly. "I'm not following. What are you _talking _about?" He asked.

It didn't make Murowa smile, but it was a close thing. "You wouldn't understand even if I told you. Not that it would change anything, regardless. Argyle likes to pretend he's complex and interesting, but he's really very easy to read. He's a _child _with control issues. All he does is mess with people. Not that it's much of a secret, but he'd never kill Patience. He enjoys tormenting her too much." Murowa grimaced. "It's the same for me, I suppose. Only with a different reason behind it."

Whatever _that _was supposed to mean, Ben didn't get the chance to ask. Murowa suddenly turned in mid-air and left the room. Just like that, without saying another word to Ben. Stunned, all Ben could do was stare after her. He felt as though something significant had been exchanged but… _what_? All she had done was complain about Argyle for five minutes.

Alone, Ben hung limp in his restraints, waiting. When he didn't hear or see any changes, he tried tugging on his wrist cuffs again. It really was amazing that there wasn't even the slightest twinge of pain in his side. Muscle injuries could take so long to heal, especially without any real medicine for humans around, but Ben was surprised by how good he felt. With the tinges of the salve's effects fading, he even felt more awake. That didn't help him get free, but at least he wasn't exhausted anymore.

Even if he couldn't get free though, Ben was hoping that he could use the rocky relationship between Argyle and Murowa to his advantage. They didn't seem to like each other much — it was obvious within five minutes of seeing them interact — and yet Murowa insisted that that wasn't the case. Ben was starting to puzzle it out. He had a working theory that they used to date, but he had no idea how that would work cross-species or what could have happened to make them act like they hated each other so much. It made even less sense if they _were _exes. Murowa seemed perfectly capable of handling things on her own, so why did she so willingly hang around someone who had wronged her?

Thinking about it was starting to give Ben a headache. He had a limited understanding of romance himself, mostly due to inexperience, but Argyle and Murowa both had to be _centuries _old. Clearly, they had taken "dating" to some sort of higher level. On the plus side, there was no real proof that they were exes. Maybe Ben was wrong and it was simpler than that.

He was almost grateful when the door opened again, although it meant that he would be out of the relationship drama in his head and back into the relationship drama in real life. Ben started to say something, but the remark died on his lips once he looked up.

The raised platform that Ben was kneeling on wasn't very tall. If he had to guess, it was about the height of a male Petrosapien — which he knew because Argyle standing in front of him was a convenient point of reference. Ben had no idea what he wanted. Other than to kill him, of course, but it didn't seem like that was what Argyle wanted. Why bother having Murowa drag Ben to another holding chamber and strap his wrist to a strobe light when Argyle could have killed Ben just as easily before that? It seemed convoluted, though he was beginning to doubt that any of these people knew how to do anything straight-forwardly.

Argyle walked forward in silence, his expression contemplative, and stopped near the base of Ben's platform. There were stairs that would lead him up to the top, but he must not have been in the mood for that.

For a long time, they stared at each other, unblinking and unexpressive. Normally, Ben might have humored his little staring contest, but he wasn't in the mood. He shifted as much as he could in his restraints, trying to get comfortable, and rolled his eyes. "Oh, hey. I was wondering where you went off to. You didn't seem like the type to miss an opportunity to brag about someone else's hard work."

"I wouldn't call capturing you "hard work," Tennyson," Argyle dismissed with a scoff. His lips soon turned into a smirk that had distaste curling in Ben's chest. "I'm not here to brag, or even to kill you, as tempting as you make it. Considering what happened earlier, and my knowledge on the subject, I thought I would give you a lesson in Petrosapien healing abilities. I think that it will soon become very relevant information for you to know. And I didn't want to miss out on the chance to put something useful into that empty head of yours."

The sub-par insult went ignored and Ben's breath hitched. He didn't want to be reminded of what happened to Popigai. He had already accepted that he was trapped and the last thing that he needed to do was give them the pleasure of seeing Ben fly into a rage.

"Shut up," he muttered. Though he lowered his head, staring at the floor, Ben knew that he was shaking. "Don't talk about him. You don't have any right to talk about him at all."

Argyle tilted his head to the side, amused, and quirked an eyebrow. "Did you think of him as your friend? Unfortunate. He was my cadet for a while, you know. Always so useless in his physical classes, where it _really _counts."

Had Ben's hands been freed, he would have tried again at Humungousaur. Even if Murowa stopped him again, it would have been worth it to put Argyle through a wall. "What do you know?" Ben snapped, tugging futilely against the cuffs holding him. "I doubt that you know anyone at all. You don't care enough about others to really "know" anybody else, do you?"

He didn't look up to see if his words had any effect. Not that it mattered. Argyle laughed off his remark and Ben stiffened at the sound of crystalline footsteps climbing to the top of his platform. "You wound me. I've only come to deliver some information. Isn't that a good thing? Knowledge is power — although considering how powerful _you _are, it really throws that whole remark into question, doesn't it?" He stopped in front of Ben, though seemed content to prattle on as the hero glared daggers at his feet. "You humans and other mammals like you function as a multicellular organism. While you have different cells that make up your skin and liver and bones, they all function together by sending signals. It's how they identify things like invading bacteria or foreign cells." He paused. "Petrosapiens… are not like that."

In a move so quick that Ben nearly missed it, Argyle suddenly knelt down and jammed a shard of something sharper than broken glass into his forearm. Ben gasped in pain, hunching forward, only for Argyle to grab a handful of his hair and force his head back. Blood oozed hotly down his arm and Ben panted for breath, seething at Argyle as though he could set the man on fire with his glare alone.

"Peranite isn't made of cells," Argyle whispered. "Every inch of us is indistinguishable from the rest. It's the only way consciousness can exist in such a cruel, brittle material. And every last bit of us has a singular memory. Why do you think that when pieces of us shatter off, they not only grow back, but grow back as _perfect replicas_? It's because the body remembers itself. _This_," he waved the stump of his left arm in Ben's face, "isn't going to heal, not even if I cut off the damaged areas. My body _remembers _the injury, but not my arm. Losing a few crystals isn't a big deal, but permanent damage? _Internal _damage? That never goes away. Our bodies remember peranite. They can't remember something that's been erased. You have the benefit of getting to time-out, Tennyson. Every other Petrosapien has to live with these scars forever. Why don't you take a look at that "gift" I stuck you with?"

The only reason Ben did was because it beat having to look Argyle in the eye. He yanked his hair from the man's hold, ignoring the responding pain that made his scalp throb and turned his head to look. Immediately, he wanted to look away. Stubbornly though, Ben held himself still. He would have preferred broken glass. Embedded in his arm, right above the healing marks of where Murowa's IVs had been torn out, there was a gleaming lavender crystal. The exact shade of Popigai's skin.

"That's…" Ben didn't finish. He swallowed thickly and closed his eyes.

"I thought you said that you missed him?" Argyle taunted. He straightened up and pulled away. "I didn't want you getting your hopes up. Your friend is dead. His brain is still splattered all over the floor. Brains, for reference, _aren't _made of peranite. They don't grow back."

Ben pried his eyes open and shot Argyle a sharp look, pouring as much venom into it as he could. Maybe he was imagining it, but he could have sworn that he saw a flicker of hesitance in those golden eyes. "If my hands weren't tied," he promised, "yours would be to. Did you seriously just come in here to mock me?"

For the first time, Argyle looked unsure. He frowned, looking around as though convinced that someone was watching, then said, "It's complicated. I suppose that a part of me simply wanted to see you like this." He gestured at Ben. "While you're still yourself, at any rate." He sighed, almost wistful. "I've wanted to challenge you for a long time, you know. Almost as long as Murowa's wanted you strapped to a table, I wanted your head on a spike. Or perhaps something less needlessly brutal, but you understand what I mean. A part of it still hasn't sunk in, I think." Argyle raised an eyebrow, unimpressed. "I was expecting… more from the man behind the legend. This was almost too easy."

It was as though every word that came out of his mouth was tailor-made to make Ben furious. He usually didn't feel such intense urges toward violence, but Argyle was beginning to make it sound really promising. "Sorry I didn't meet your expectations. Why don't you let me out of these chains and I'll send you through the floor?" Ben challenged. His fingers curled into fists, eager and waiting for his chance to teach Argyle a lesson.

"Tempting." The Petrosapien smirked, turning away. "I'll think about it. But trust me, Tennyson. By the time you're done here, you'll be _begging _to meet the same end as your friend. And I'll be waiting, ready and willing to let those prayers go unanswered."

Though Ben instinctively rolled his eyes, used to threats like that, he couldn't help the glimmer of unease in his chest. Argyle looked like he meant it. Whatever was about to happen probably had something to do with the large device designed to funnel energy out of the Omnitrix, but Ben couldn't imagine how that was supposed to hurt _him_. Murowa wanted him alive — she had said as much herself. She wouldn't put Ben in a position where he was likely to die. Would she?

He bit back the urge to demand that Argyle clarify. The typical bad guys never did, anyway — they only grew smugger and continued to vaguely brag about how pathetic Ben was. Besides, he was far more interested in having Argyle as far away from him as possible. He would rather be alone and in pain than continue talking to the man any longer.

The door shut behind Argyle with a slight thud that echoed in the huge, empty room. Without anything to distract him, the throbbing from the wound in his arm was building to unbearable levels. He wanted that shard of peranite out, but shaking his arm only made it worse and Ben didn't have many other options available to him. He tried reaching it with his mouth, but even without the other wrist manacle keeping him from going very far, Ben didn't think that he would have been able to manage.

He kept picturing the look on Popigai's face — the fear and determination, the confidence in the fact that what he was doing was right and was going to succeed. And it had all been crushed underneath the boot of a man who thought it was a game. A part of him wanted to keep insisting that Popigai would just grow his head back, but… as Diamondhead, Ben had known instinctively that his vitals had to be protected. Crystal could reform itself. His insides could not. There was no coming back from that. Popigai had died in front of him and all Ben could think about was how ashamed he was, to have never told the cadet how thankful he was.

He had barely even considered them friends, but Popigai had done so much for Ben when he was at his lowest. He hated to admit it, but a few more hours alone, and he probably would have passed out from blood loss or exhaustion and just laid there until either Argyle or Murowa dragged him off. Which they ended up doing anyway, but the fact was that Popigai had been so willing and insistent on helping. He had wanted Ben to get better, to be the hero that he was always made out to be, and he had died anyway. He had been murdered and all Ben had been able to do was stand there and watch. He didn't understand when he had become so utterly _useless_.

The door opened again. Ben wasn't exactly "relieved" to see Murowa enter, but she was better than the other option. The idea of a rescue party was tempting, but Ben was getting pretty sick of needing someone else to break his restraints for him. He would be getting out — of that, Ben was certain. It was only a matter of when, and how cool he wanted to make himself look while doing it.

"Found it," Murowa sighed, holding up a device that looked like a potato peeler. Ben had no idea what it was for, but it seemed like it was pretty important if the relief on her face meant anything. She fluttered up to the large complex of machinery and started tinkering. "Well, that was annoying. But we should be all ready to go now, Ben. No need for you to be bored out of your skull any longer." Something clicked into place and the room exploded.

Not literally, though it certainly felt like it. The bits connected to the Omnitrix sparked violently, sending a shock down Ben's arm like he'd just shoved it into ice water. The enormous machine burst into color and light and sound, flashing a seizure-inducing rainbow of colors as it hummed like a rocket engine. Instinctively, Ben tried again to pull his wrist away, but he was held even tighter than before. The noise grew loud enough to make his ears hurt and the lights were burning their way through his tightly-clenched eyelids.

Then there's pain. The pin-and-needles racing up Ben's arm faded and his skin felt like it was on fire. He cried out, clenching his jaw in an attempt to keep quiet as he struggled and twisted to yank free. There was no give, but the worse the pain got, the harder Ben tried to free himself. He might have worried about dislocating his arm had he not been so possessed with everything else.

He heard a whoop of happiness and then Murowa fluttered into view, buzzing like a hummingbird and unable to hold still. "Do you know what this is?" She asked gleefully, shoving a chunk of blue-ish crystal into Ben's face.

He did recognize it, though it took Ben a few tries to trust himself to speak without his voice breaking. "P— Peranite?" He guessed. Where had she gotten it from?

Murowa chuckled, pulling away from him again. Her gaze flickered over to the crystal still embedded in Ben's arm and, with one smooth yank, she tore it out. Had the entire left side of his body not already felt agonized, Ben imagined that it might have hurt. It certainly did bleed a lot, though. Crimson bubbled out of him and dripped down Ben's arm to his wrist, splashing into a small puddle on the ground at his side.

"For now," Murowa agreed, looking pleased. "For now, yes it is. But we'll fix that." She sighed wistfully. "Thank you for this, Ben. Now that we have this method, I can dispose of all the remaining prisoners."

Through the haze of pain, Ben caught onto the word "dispose" and knew immediately what that meant. He lurched forward in his binds, desperate. "No! You _can't_! Let them all go!"

The look that she gave him was sad and condescending, like she was watching a child. "It's so _cute_," Murowa muttered, "that you think it matters what you want. I can promise you that you will be much happier once you stop having a personality or a sense of morality. You might as well get used to it." She tossed the chunk of peranite idly from one hand to the other, not looking at Ben. "I'll have to go start processing, but I will stop by to feed you at some point. Assuming that I remember to, anyway. Don't go anywhere, now," she said with a smirk. With one last look at him over her shoulder, Murowa was out the door and gone.

Ben went limp, heart slamming in his chest and breathing hard. Beyond the pain, beyond the acute sense of failure, beyond all of the self-pitying and doubt… there was anger, white-hot and sharp.

They were going to _pay_. It was only a matter of when.

* * *

**A/N: If my Petrosapien healing headcanon doesn't make any sense, just hit me up in the comments and I'll explain better. I didn't really see Argyle giving a textbook style lecture, so I'll clear up any confusion myself. **

**But you guys see how boring it is when the main character is restrained, right? This "captivity" thing doesn't last very long for Ben the second time around, but imagine how dull our last Act would have been if I stopped Rook's leadership arc every other chapter to reiterate over and over again that Ben is in trouble. That would have been a slog. **

**Chapter Thirty-Five: _Devil's Advocate_**


	39. Better the Devil You Know

**A/N: Sorry, the last chapter lied about this chapter's name. I changed it and forgot.**

* * *

Time tended to blur when someone was in a lot of pain. The pain grew hazy too, until there was nothing but agony and the crawl of each second ticking by. At first, Ben tried to convince himself that it was boring and he was getting used to it, but that wasn't the case. Each new twitch of discomfort built upon what had come before it, up and up with no sign of stopping or coming down. And it _was _boring after long enough, but also consuming. Despite how desperately he wanted to, Ben was unable to think about anything else. All he could manage was a chant in his head that begged for the pain to _stop_.

It didn't, of course. Ben didn't expect it to.

The time that passed, alone like that, could have been hours or days or even weeks, for all that Ben noticed. It felt like seconds that dragged on for minutes, building in the same way that his frayed nerves screamed their protest. The noises that he made were inhuman and spine-curling to listen to, but it was better than giving in and pleading for it to stop, so Ben let those sounds out so that he could keep the words in. He felt like he would do just about anything to make it stop.

And then it did. Not because the machine was turning off or moving to a lower intensity — rather, it was because everything below Ben's wrist stopped having any feeling at all. The shock of such pain to a lack of anything at all was enough to snap him out of his haze, even if the rest of his arm was still on fire. Ben tried to move his fingers, hoping to gain a twitch or jerk, but there was nothing. His fingers hung limply out of the end of the manacle. He craned his neck, straining and squinting to try and see what had happened to his wrist, but it was a hopeless effort. There was no blood dripping from the machine's restrains, which Ben hoped was a good thing. He couldn't explain it, but there was an acute sense of _wrongness _gnawing at his gut.

The worst of the pain became centralized. His arm never stopped hurting — actually, it felt like the pain was creeping up into his chest, making Ben's lungs seize for seemingly no reason — but most of it became background noise. It felt like there was a ring around his wrist, right below where the Omnitrix rested. Ben couldn't feel it anymore, but he knew that it was still there because he could see the sparking Omnitrix core still sticking out.

Bizarrely, the more he focused on the ring of nerve-searing torment around his wrist, the more details Ben could make out about it. For one, it was getting worse. But more importantly, he was growing increasingly sure that it was _moving_. Inching its way up his arm, millimeter by millimeter, growing outward with every pulse of the machine's nauseating light display.

It was certainly alarming, but not something that Ben could do anything about. That was apparently becoming a trend, though he wished that it wouldn't. Instead of worrying himself about numbness, which was honestly a blessing, Ben tried to make himself seem outwardly composed. He had been in pain before. Nothing so severe or holistic or long-lasting, but pain nonetheless. He just had to school his expression and do his best to force himself through it. Easier said than done, to be sure.

Minutes later (or possibly hours), Murowa returned. She had said that she would, but Ben still couldn't help but be surprised to see her. Apparently, feeding him through an IV was no longer efficient. There wasn't a lot of room on the platform for that clunky machine that had pumped him full of nutrients and filtered his blood anyway. The whole thing felt so convoluted, but maybe Ben was just tired. It seemed like so much work to hold someone captive. Why did anyone bother?

With Ben forcing himself to pay attention though, he finally took notice of the control panel near Murowa's workstation that she was using to open the glass dome that encapsulated him. It slid open sideways, peeling apart, and the gust of sterile oxygen made Ben painfully aware of the ionized air surrounding him. It was hot and stiff, leaving a bad taste in his mouth.

Speaking of bad tastes, Murowa had brought him some sort of grey gruel. She didn't say anything to him, in a hurry but obviously excited if the way she was twitching with energy was any indication. What she was feeling him tasted like if all those nutrients Ben had been getting through an IV were ground up and then mixed with water until they were blended. Which was probably exactly what it was. The only reason that Ben didn't spit it back in his face was because the hunger pains were starting to get worse and he didn't need to willingly make himself hurt even more than he already was. He was fairly certain that, if Murowa was willing to fight Argyle to keep Ben alive, she would force-feed him if she had to.

He choked down the last of it with a grimace on his face and a sticky, unpleasant film left behind on his tongue. If that was what food was going to be, then Ben would prefer the IVs. By the time he lifted his head though, Murowa was already leaving. Ben hesitated to call her but, in the end, curiosity won out.

"Hey!" He shouted. Murowa didn't stop or even turn to look at him, but her head tilted instinctively in his direction, so Ben knew that she was at least listening. "Do you know what's happening to my arm? I— I can't feel my wrist."

_That _certainly caught her interest. Murowa pivoted neatly in mid-air, hovering in place a good distance away from Ben but staring at him intently nonetheless. "Really?" She trilled, drifting closer. "That's interesting. I had hypothesized such a side effect, yes, but I hadn't anticipated that it would take hold so quickly."

A sudden jolt of electricity shot up Ben's arm, burning and tingling all the way up his arm and down his spine. He shuddered hard. "Can you just—? What are you _talking _about?"

She waved dismissively, her temporary interest apparently already exhausted. "Oh, it's nothing that you need to concern yourself with. I imagine that it's probably harmless, long term. Unfortunately, it's going to hurt quite a bit if I'm right. I'm very busy right now, so catch my attention once you begin showing symptoms. I'd love to take samples. It will probably be easier to explain once you can see it for yourself."

"_Samples_?" Not a single part of that sentence had sounded reassuring. Ben lunged toward her, but Murowa had turned away and was making her way toward the exit. "Hey! Get back here and explain this! Symptoms of _what_?" The door slammed shut behind her with a ringing finality.

Ben let out a groan of annoyance, thrashing his head and tugging insistently at his restraints just to move _something_. What was happening? Things were finally being explained to him and he _still _didn't have any answers! Murowa wasn't concerned about whatever the numbness was, but she grinned when she mentioned it "hurting," so it couldn't be good.

The sound of something crashing caused his head to snap up. At first, Ben didn't notice anything out of place. The office-like set-up was exactly as clustered as Murowa had left it and the doors were still locked tightly. He was willing to dismiss it as the machine doing its thing, but a cluster of broken metal shards in the middle of the floor caught his attention. Ben glanced upward, but only saw the hole in the ceiling where the broken camera used to be installed. Because _that _wasn't suspicious at all.

Unfortunately, nothing else fell or broke, so it was back to the waiting game. And, _wow_, did Ben hate waiting. Being impatient and in pain was a bad combination. It was so _boring_. How long was Ben expected to listen to himself cry out from agony without starting to find the noise annoying? Not to say that he wasn't in a lot of pain, because he certainly was, but the whole thing was unbearably monotonous. There was no change, no variety, no break. Just pain and the continuous march of time.

It never really got better, or worse. The only benefit was that Ben at least had something new to focus on — the cut-off point of the ring of pain that was gradually pushing its way up his arm. He could see his fingers twitching occasionally without his permission but still couldn't feel them. Ben was glad that he couldn't feel lower than his wrist, though. Even over the roar of the machine in his ear, he heard when the bone of his wrist snapped, felt the responding pressure of the manacle keeping his hand in place. Instinctively, he winced, though Ben hadn't felt anything. Not in that area, at any rate.

It wasn't too long after that that Ben finally got a look at what was happening to him. From underneath the lip of the manacle, something glittered in the flashing lights. He squinted, straining to get a closer look, and swallowed a shout of pain as a tiny, delicate-looking crystal burst out of his skin.

No, that wasn't quite right. It was more like Ben watched his skin melt and harden, both in under a few seconds, then stretch and strain itself until a peranite shard was growing out of his ulna. Finally knowing what he was supposed to be looking for, Ben could _feel _it: the discomforting twinge of his nerves shriveling up as the muscle and fat and skin around them hardened to crystal. Those nerves were already dead, though. The ones that _weren't _were what was causing Ben the most agony. They were cut off every few millimeters, sending the surrounding area into an inflamed and pain-filled fit. Ben felt himself beginning to hyperventilate. God, he _recognized _what was happening to him.

He had felt this before, every time that he transformed into Diamondhead. Usually, it was so fast that he didn't have time to feel anything more than a twinge of discomfort as not-bone slotted into its new place and peranite wrapped its way around him. He didn't have the luxury for it to be quick. Whether it was a proper transformation or not, that didn't change the fact that Ben's body was turning to crystal — as painfully as possible, it seemed.

The realization of what was happening only made it worse. Ben tugged harder at the wrist clamp than he had ever before and shuddered, biting back a whimper when he heard the steel shriek in protest as he dragged peranite against it. He scrambled for the sense of control, the knowledge that all he had to do was will it and his hand would grow big enough to shatter his restraints, but Ben was left floundering. That sense of power that came with being a Petrosapien wasn't there. And yet, the crystal wouldn't stop growing.

_Fuck_. That couldn't be good. That was really _not good_. Ben was one-hundred-percent certain that the Omnitrix was never supposed to make the transformations slow. What if it wasn't a transformation? What if Murowa's energy harnessing or whatever was causing the watch to mutate him? The thought summoned forward flashbacks of Kevin — at age eleven, trapped in alien forms and then forced into a Frankenstein machination of them, at age sixteen, made of steel and crystal and wood, at age seventeen, having it happen _again _not only once but _twice_.

Ben was going to be honest with himself — he had no idea if he could handle that. He had always admired that anyone could, that he would be lucky enough to befriend someone as inspiring as Kevin. Always bouncing back, always coming out the other end better, always _trying_. It took mental fortitude that Ben wasn't sure if he had or not. He didn't want to find out.

He wanted so badly to go home. For it all to be done and over with. The rage was there still, the unbridled fury he felt toward the people who had hurt _so many_, but beneath the skin-deep outrage was exhaustion that sank deep into his bones. It was so much. _Everything was so much_. It shouldn't have built up to the point that it had. Why hadn't Ben stopped it? Why couldn't he do better? Why was he right in the heart of their operation and _still _so _useless_?

The door to the room slid open, as it so often did when he least wanted company. Ben managed to school the frustration off of his face, but the fear must have still been obvious because Murowa squealed as soon as she saw him and was quickly poking and prodding at his left wrist.

"_Fascinating_! Oh, the Omnitrix is such a complex device. I could never fully understand it, but I was hoping to get a peek at its machinations anyway!" Murowa trilled, giddy, and darted back over to her work station. She went back to Ben with a set of pliers in one hand and a camera in the other. "Now hold still," she chastised, mocking him. She set her pliers to one of the newly formed crystals and squeezed.

"Wait! Don't—!" Ben tried to warn her off, to absolutely no effect. She twisted the pliers, grinding the peranite embedded in him, and wrenched a gasp from Ben as she yanked it out.

Blood, pink-ish and watery in texture, oozed out and bubbled, fizzling along Ben's skin like soda. He watched, horrified and transfixed, as clear liquid followed after it and burned his wrist, reeking of sulfur. It leaked down the side of his arm, following the curve of Ben's arm, but didn't drip off of him. Instead, it congealed almost like gel. A new crystal had already grown where Murowa had plucked the first one.

Unconcerned, she took a picture and pocketed the shard of peranite. "Invaluable. I could float here and study you all day, Tennyson. Imagine how much I could learn from watching the slow transformation of every one of your aliens."

Actually, Ben did _not _want to imagine that. He could picture the painful burn of muscle growth and the feeling of new arms breaking through his skin that came with turning into Four Arms. He could see his skin melting, his muscles dissolving, his bones liquifying as he became Goop. He could envision himself shrinking, skin becoming nothing more than a containment suit as his insides turned gradually to oxygen and left him filled with sound as Echo Echo. The thought of having to experience that for every last one of his aliens filled Ben with such an acute sense of dread that he couldn't breathe for a moment.

When Murowa started to float away though, Ben forced himself to focus on her instead. "Hey!" He called after her, voice shakier than he would have liked. For whatever reason, she actually paused and turned to look at Ben. "Are you… What the hell are you doing that's causing this? This— it isn't _normal_!"

There was an amused twinkle in Murowa's eyes as she moved closer to him once more. "It's not really something that _I'm _doing," she said after a moment of consideration. "It's more of a side-effect. See, this machine, big and impressive-looking though it is, really only has one function: to trigger the Omnitrix's genetic cloning mechanism and collect that energy to relocate it somewhere more "convenient" for me. Your slow transformation is probably due to the excess energy leaking out. It automatically grafts itself to you to avoid damaging itself or the surrounding area due to radiation. Or, that's my theory for it, anyway."

It was almost impossible to focus on Murowa with his skin turning to peranite right in front of him, but Ben tried. He latched onto something that she had said and ran with it. "That's— that's all that this machine does? Couldn't you clone DNA all on your own?"

Murowa looked appalled by the very idea. "Are you joking, Tennyson? Do you have any idea how _difficult _that is? Frankly, I'm amazed that Azmuth has it down so perfectly himself. Why do you think your alien transformations always come out ideally? You never get genetic defects or shortcomings that could be associated with DNA. I could certainly clone some of your cells, but could I do it so expertly, so rapidly, or so _efficiently_? Absolutely not. Don't undersell the Omnitrix, Ben. It's well and truly a scientific marvel. If I wasn't so convinced that I would break it trying, I would take it apart and try to figure out how it works myself." She paused, then added, "Well, that, and I obviously still need you."

"Okay," Ben managed, straining to keep his gaze focused on her. "But _why_, exactly?"

There was an unimpressed huff as Murowa folded her hands over her chest. "You're awfully slow, Ben. Tell me, why would someone who's been kidnapping Petrosapiens _ever _have an interest in someone who can essentially mass-produce their DNA?"

Ben's eyes widened. "You mean that you…?" He blinked, shaking his head hard. "No, wait. None of this makes any sense! Why did you need that many people in the first place?"

She gave him a sticky-sweet smile, laced with condescension. "If it's any consolation, Ben, I don't need them anymore. In fact, they're all now dead. We only had a few hundred-thousand left aboard this station, anyway. I think that the total was somewhere around ten million, but most of them haven't been alive for a _long _time."

Something inside of Ben froze. He stared at Murowa, uncomprehending, for what felt like a long time. Her smile didn't so much as flinch. "... They're all dead?" He breathed. "You killed… _ten million people_. For _what_?" His voice didn't sound as hateful and disgusted as he would have liked. It came out almost scared; browbeaten and hollowed. Ben was surprised to find himself shaking, though not from pain nor cold.

"More or less. Ten million might be being generous." Murowa shrugged one shoulder, looking into space somewhere over Ben's shoulder as she considered something. "Oh, but you wanted to know why?" Her attention snapped back to Ben, head tilted curiously. "Well, I can't really show you and it's a rather complex procedure but…" She mashed her hands together, fingers interlocking and squeezing. "Peranite doesn't melt unless under extreme pressure, otherwise, it skips right from solid matter to a gaseous matter. I managed to find a method using the pressure in a star's core to melt and condense the crystal into whatever shape I want."

The blood drained from Ben's face. He felt caught somewhere between fainting and vomiting. "No," he breathed. "You wouldn't. You _couldn't _just… All of those _people_, I—"

"Are you surprised?" Murowa arched an eyebrow, unimpressed. "What were you expecting, really? Surely you didn't think that they were all still alive. Did you believe that I had some ethically justified reasoning for genocide?"

The shock evaporated and Ben clenched his jaw so hard that he could have sworn he was tasting blood. "No! Of course not, I—!" He strained for the right words. "I can't believe that _anyone _could do something so horrible just to turn a profit! There are literally thousands of peranite asteroids that you could've taken from if you were that desperate! So then _why_—?"

Murowa cut him off with a soft tinkling sound, shaking her head. "You wound me. Please, a little credit, Ben. Genocide wasn't my _first _option," she said with a giggle. "When the taydenite market crashed two years ago, Argyle was the one to get this operation together. We had been wanting to work together for some time now, but our plans kept falling through. This one did too, at first. We harvested peranite from the surrounding asteroids and comets and the planet's surface, but it wasn't good enough. It was too brittle and too common to be peddled as a taydenite substitute. It wasn't long until other "businessmen" were arriving at this part of the galaxy in an attempt to copy us." Her face twisted into a sneer. "I even tried melting it in a star core, like I mentioned. The results were discolored and brittle — completely worthless. It was Diavik who first got me pondering: "why is it that Petrosapiens have consciousness and their planet does not?" Well? What do you think, Tennyson?" She pressed, smug.

It was hard to see past the red blurring in his vision. Ben almost snarled. "I don't _care _about your fuc—!"

"When I looked into it, the answer really became quite simple!" She cut him off with a flourish. "It's because Petrosapiens are made of a fundamentally different material than simply the surface of their planet. I named them distinctly: the mere rock, I called peranite-A, and the kind that allows consciousness, I called peranite-B. And for the record—" Murowa grinned sharply, "—I didn't start from genocide there, either. Our first experiment was on an animal. Surely you've noticed how quiet the wildlife has been recently, haven't you?"

That gave Ben pause, holding him still long enough for a fresh wave of horror to crest. "Wait. You're telling me that you also—? _All of their natural wildlife_?" He gaped. Something had short-circuited. Ben was struggling to wrap his mind around it. So much needless destruction. So many lives lost.

_How much of it could he have prevented?_

"Most of it. I'm sure that a good number over their native species are now extinct, but I wouldn't be able to tell you. I wasn't taking a survey." Murowa fluttered up near his head, brushing dust all over Ben's face and shoulders in the process. He did his best not to breathe it in, but found his body relaxing despite himself. "Do you see why I'm so thankful to have you, Ben? It was a long and tedious process, drugging the water supply and waiting for those Petrosapiens to get sick enough that they no longer presented a threat to me. Not to mention having to gather them without rousing too much suspicion, then the nightmare of transportation and containment! You are so much more compact and efficient."

Something shifted in the corner of Ben's eye. He only spared a glance before violently lurching his head in the opposite direction and slamming his eyes shut tight. He remembered what he had seen the last time that Murowa sprinkled pixie dust on him. He didn't need a repeat performance, especially _not _with his parents. _Oh, God…_

"How are you doing that?" Ben asked through clenched teeth, fumbling for a distraction. "I thought that you… that Nemuinas could only influence dreams."

Murowa clicked her tongue chastizingly. He heard her fluttering around him but refused to look. "My, what a narrow-minded way to view the world! I know that you've been a Nemuina before, Ben. You must have some inkling as to what the benefit for this is." She paused. He could almost hear the frown in her voice when she continued without receiving a reply. "_"Dream"_ is a very loose term, especially across languages. What you perceive as the waking world, _I _perceive as a reality waiting to be augmented. My limit only goes so far when you're awake, but it's enough to influence thoughts and feelings. Our kind can't feed when we're awake, though. That's the drawback to unlimited power over our victims: when we pray into their dreaming minds to feed, we dream as well, leaving ourselves vulnerable. Hallucinations are useful for subduing, though it lacks any other benefits. Or weakness."

Everything that Murowa was saying was meaningless to Ben, but he was grateful for the distraction almost despite himself. He did sort of know what she was talking about. Being Pesky Dust was such a struggle, like there was something dark and power-hungry lurking at the back of his mind and it was only Ben's stubbornness that kept tapping it back down. He hated being that alien, not because he thought it looked stupid or was weak, but because it made it so _tempting_. Why stop at finding out a person's worst fear? He had access to their entire head when he was in someone's dream. Their hopes, their desires, their secrets… He could rake all of it out as slowly or painfully as he wanted, or he could pluck it as daintily as a flower and his victim would never remember having that thought at all.

But that was the thing that Ben hated: _his victim_. It made him feel vile. He didn't want victims, not for anything.

A dainty, gloved hand patted Ben on the cheek. "You can open your eyes," Murowa cooed, amused. "I've made the scary visions go away. You know, Ben, if it weren't for our positions, I would say that you and I are very alike."

He cracked an eye open, sparing a glance around, but it seemed that Murowa was telling the truth. The hallucinations were gone so he focused back on her. "Yeah? How so?"

Maybe she had only said that to have Ben's attention focused on her again. Murowa flew circles around his head, chirring — not happily, but some emotion that Ben couldn't describe with alien noises alone. "We're both often underestimated, wouldn't you say, Ben?" He couldn't twist his head all the way around to follow her, so Ben glared at her as his eyes tracked her from one end of his vision to the other. "We're both resourceful and clever under pressure. We both have horrible and cruel thoughts, except that you don't like to let yours out, do you?" She cooed.

Ben stiffened. "What? No, I don't— Saying that I'm going to make you pay isn't the same thing as _killing millions_! I'm a hero, I'm not— I can't be—" He bit his tongue to quiet himself. All he was doing by protesting was making Murowa's grin widen.

"Tell yourself whatever you like, Ben. You can't hide things from me." Murowa suddenly came to a stop. For emphasis, she rubbed her fingers together and let golden dust drift lovingly to the ground. "I may not be able to feed off of you while you're hallucinating, but that doesn't mean that I can't see inside your head. I didn't even have to look deep, Ben." She tisked, mockingly disappointed. "You say you're a hero, but have you actually helped anyone since you arrived on Petropia, Ben? But it's been all that you've been thinking about! Saving people this, helping people that… But nothing to show for it. Is that one of those funny lies you tell yourself? That you _want _to help people? To help ease the guilt that inevitably bubbles up when you can't?" There was a malicious glimmer in her eyes. "Or _won't_?"

Anger flashed in his chest, harsh and consuming. Ben lunged futility toward her. She didn't so much as flinch — that grin on her face was practically becoming imprinted on the backs of his eyelids. "Shut up!" He shouted. "You don't know what you're talking about! I help people, I save them! I'm a _hero_! All I ever want to do is _help people_."

"Yes. So you have something to fall back on when your black-and-white morality falters," Murowa chided. She waved her hand idly. "I've read your file, Ben. I suppose that it was justified when you planned to kill your best friend. I understand. What's one life to countless others? Oh, but I wonder how the victims of the Highbreed genocide would feel if you said that to their faces? Or what about that planet in the throes of a civil war that you did nothing but aggravate? I'm sure that you helped all of _those _people, Ben."

He stared, uncomprehending, indignation washed away as easily as she had summoned it. "I…" Ben sagged in his restraints, looking somewhere over her shoulder. "Those were… accidents. Mistakes. I didn't— I mean, I… I never wanted to hurt anyone," he muttered.

It sounded like such a weak excuse.

"And what if you did?" Murowa hissed. At some point, she'd gotten behind him. Her hands were on his shoulders, voice right up against his ear while the machine rattled in the other. Funny. The pain that Ben had been fighting so hard to ignore seemed to fade when she demanded to have his full attention. "Does your intention really matter, Ben? Does the morality of your actions matter at all? You'll never please everybody. _Someone _is going to be hurt, no matter how many others you claimed to have saved. There are claims that you've created the universe. Does it weigh heavily on you? In a way, all of the awful, terrible things that others do are only possible because _you _created them. You've allowed it to continue. Tell me, Ben, when you're that powerful, when you're all but a _god_, do the consequences of your actions matter in the slightest? We all end up dead eventually, anyway. _Even you_."

Letting out a shaky breath, Ben closed his eyes and bowed his head. "What are you even talking about?" He asked, mind spinning.

She laughed, taunting as though he was a ridiculous child for asking, and gave Ben's shoulders a squeeze before pulling away entirely. "Philosophical ponderings and rambling nonsense, I suppose. You've given me a lot to think about in the last seven years, Ben Tennyson. Sometimes it seems that you're all this galaxy can manage to talk about."

The further away she was, the easier it was for Ben to think clearly. He averted his eyes from Murowa, scowling at the ground instead. How much of his thoughts were his own? Was anything that Ben felt actually his genuine emotions? Hallucinations didn't have to be just things that he saw. Something that she did made his mind palpable and Ben hated the way she prodded and goaded him like it was a game.

After a moment, Ben lifted his head to stare at her. He did his best to keep his expression passive, though he knew that the underlying anger was still there. He couldn't look at Murowa or Argyle and _not _feel irrationally furious. "The answer to all of your questions is "shut up" and "I don't care." It doesn't matter what you or anyone else thinks about morality. It matters what _I _think. And I think that I'm going to keep trying to do my best, even if it sometimes backfires." He narrowed his eyes. "And also, that you're sick in the head and going back to jail."

He didn't bother staring long enough to gain her reaction. Ben didn't care about that, either. He looked away stubbornly, fixing his gaze on the far wall. Whatever Murowa was going on about, he knew that he disagreed. Maybe the doubts in his head were his, or maybe she had planted them there, but either way, they were wrong. No matter what, Ben knew that he was a hero. That was one thing that would never change.

"Oh, fine." Murowa huffed. "Keep your close-minded view of morality, then. I have business associates to get in contact with, anyway."

Without another word, she left. It was sort of funny — Ben had thought that his ability to ignore the pain was some sort of hallucination trick, but there was no rush as the agony returned full-force. Almost as though he was doing it all on his own.

Still, that didn't stop the crystal from spreading. There was nothing to do but watch, so Ben did, equal parts horrified and hopeless. He hoped that it wasn't permanent. He could see the peranite creeping up to his fingers on the end of his hand, thankful that he couldn't feel below his wrist. Then again, the only reason that he couldn't feel was because there was a block of solid peranite where the nerves allowing him to move his fingers were supposed to be connected. The growth was about halfway to the crease of his elbow on the other end of his arm. Maybe it was Ben's imagination, but it almost looked to be spreading faster than before.

A loud clatter attracted Ben's attention and his gaze snapped up to the air vent on the ceiling. The grate had been forced out, lying in a twisted heap on the ground far below. Ben blinked dumbly at it, confused. First the camera that had fallen from the ceiling and now part of the air vent. Was the station falling apart?

Something flashed in the vent shaft and that was the only warning that Ben got before an emerald-colored mass dropped. The ground ruptured beneath whatever it was, snapping the broken vent grate into several pieces. It wasn't until the crystal moved and Ben noticed a black body-suit that he recognized who he was looking at.

"_Patience_?" He couldn't keep the shock out of his voice. The rebellion leader looked calm and furious, stalking toward Ben with intent in her eyes. His last memory of her was how she had ruined their fight with Argyle by selfishly trying to glory-kill him herself, so Ben wasn't all that eager to see her. He rolled his eyes. "If you're here for Argyle, he's not here right now, obviously. And I don't know where he is either, so even though that stunt looked pretty badass, I think it's going to turn out to be a pretty massive waste of—"

Ben was cut off by a peranite blade being pressed to his throat. His breath caught, eyes wide — not with fear, but surprise. It widened at the end, bottoming out at Patience's elbow to fade back into her upper arm. The look on her face was severe. "Do you think," she said slowly, "that I spent all that time disabling his cameras just to break into a room that Argyle wasn't in? Don't insult me, Tennyson. For _some reason_, I'm here for you."

She brought the blade down hard on his right manacle before he could tell her to be careful. Automatically, Ben recoiled, expecting blood and a missing limb. When there was nothing, he hesitantly opened one eye. It was a bigger relief than he wanted to admit to see that his hand was still attached. Patience had left a red welt across his wrist from the force she used, but it triggered the release mechanism and he slid his hand out without issue.

The other one wasn't so easy, but Patience didn't seem to care that Ben had a giant machine sucking Omni-energy from his watch. She repeated the same process as before, narrowly avoiding slamming down the popped-open core. Ben wasn't sure if he wanted to try to finish the transformation or not. He got the sick feeling that it wouldn't help.

A part of him expected the machine to blow up once Ben was no longer strapped in, but all that happened was that the noise and lights gradually faded as the whirring gyros slowed. Without a constant power source, the device shut itself down and was functionally useless.

Before Ben could enjoy not being restrained again, Patience had smoothed her hand back to normal and set it on his shoulder, yanking him up roughly. "There's no time for that," she snapped. "If they didn't notice when I took out the cameras, they will _definitely _notice that I removed the source of their income. We need to go, _now_."

The mention of what Murowa had admitted to earlier made Ben shudder. His mouth went dry. "How much of that conversation did you hear?"

Over her shoulder, Patience shot him a look that was almost pitying. It quickly turned brittle. "Pretty much all of it. Now shut up for five minutes and let me get your ass out of here. Be cooperative for once, for both our sakes."

She stopped underneath the vent that she came from, tugging Ben closer and focusing her other hand on the ground. With a shove of effort, a peranite platform ripped free of the steel beneath their feet and shot up into the air. Unsteady on his feet, the sudden motion almost knocked Ben over, but the hand on his arm kept him stable and balanced. They couldn't fit into the vent together, so Patience shoved him in first before pulling herself up. Behind them, Ben could hear peranite shifting and assumed that she lowered the platform again. He didn't know what it would do to help — it would be pretty clear at a single glance that someone had broken him out regardless.

Silent, Patience shooed Ben forward. He thought about hanging back just to spite her and demanding answers about what was happening and why, but putting distance between him and Murowa sounded a lot nicer. He did what she said, shuffling forward through the dark. Occasionally, Patience would nudge him to get him to turn, but other than that, they carried on in silence. Whatever had possessed her to help Ben out obviously hadn't done much to help her overall attitude toward him.

He wasn't sure how long they were on the move. Everything was still sort of fuzzy, but maybe that was because Ben couldn't feel the lower half of his arm and everything beneath his shoulder was throbbing. He got the feeling that this wasn't healthy. If his arm had just been solidly turned into crystal, then it should have fallen off and left a clean stump. The fact that it hadn't implied that it was fading into his arm, nerves and blood and tendons blending somewhere with the peranite. He didn't know what exactly was going on with his arm, just that it _hurt _and crawling around wasn't helping.

Eventually, they did stop. Patience suddenly yanked on his foot to get Ben to pause, then punched out the grate between them. Beneath was a room shrouded in darkness, but he let her drop first and, when it didn't sound like a long fall, steadied himself and followed.

The only light was the red glow of the Omnitrix. Apparently, it had cycled itself into recharge mode, which Ben had mixed feelings about. Getting energy siphoned off like that couldn't have been easy on the battery, but were there going to be side-effects from being mid-transformation and having the Omnitrix off? It meant that they wouldn't be tracked because it wasn't giving off enough energy to be located, but while it meant that Murowa and Argyle couldn't find him, it meant that no one else could, either.

Next to him, Patience shifted and walked somewhere across the room, muttering to herself. Ben let her go without comment. He sighed and ran his good hand through his hair, laying back and staring blankly up at the darkened ceiling. For whatever reason, he felt empty, like someone had scraped out his insides with a melon baller. He wanted to be done with the whole situation that he found himself in, but he knew that it wasn't going to be that easy. There was still so much that he had to fix before he could allow himself to rest. Assuming that he would even be allowed to, of course.

A light was flicked on and Ben squinted against the sudden brightness. He shielded his eyes and turned his head to look, unimpressed, at Patience. She was stalking back over to him, looking no less pleased. But there was something different on her face, too. Something that he hadn't seen before. Almost like… resignation?

Standing over him, Patience said nothing, so Ben took it upon himself. He waved his left wrist pointedly, brandishing where peranite almost seemed to be growing from the Omnitrix. "This happened," he said. He wasn't sure why. Just to talk about it, maybe.

Patience arched an eyebrow. "So it did," she hummed. Nothing changed in her expression, but she knelt down and took Ben's hand, examining his wrist more closely. "Is this going to be a problem? I didn't break you out just for you to tell me that you're useless."

The situation wasn't funny, but Ben huffed out a laugh. "Are you sure? I could have sworn that you did it out of nothing but the kindness of your heart."

He sat up, taking in his surroundings with a disinterested roaming of his eyes. It wasn't anything special, only another military-esque bunk room. Everything was toppled on its side, giving the appearance that a tornado had torn through.

Ben hummed softly, taking his wrist back from Patience. He ran his good fingers over the sharp crystal growth, staring ahead of him at nothing. He swallowed thickly. "I don't know what's going on. I feel… I don't even know. Overwhelmed, maybe? I can't feel my arm. I just can't…" He struggled for a moment, then shot a searching look at Patience. "Do you have a plan? I can't even think right now."

For a moment, Patience almost looked sympathetic. She gave Ben a considering look and stood up with a sigh. Gently — which, considering that she was made of peranite, was not all that gentle — she nudged Ben in the side with her food. "Pick yourself up off the floor and stop being so pathetic. We have a job to do, Tennyson. Are you seriously going to let this stop you? I thought that you were better than that."

There was a flare of anger and indignation in his chest that quickly fizzled out. Ben couldn't bring himself to be furious. Still, he shook his head at her. "Is this your idea of a pep talk? It's not very encouraging."

"I don't _give _pep talks." Patience snorted as though offended by the idea.

With a roll of his eyes, Ben nonetheless climbed to his feet. "Yeah, I can tell," he muttered loudly enough for her to hear.

He looked down at his clothes with a grimace. When was the last time he showered? He felt grungy. His borrowed clothes were too big to fit properly and they were torn and covered in his own blood. At least the wound in his side had been fixed, not that it did much to help out in his current situation.

"Shut up, Tennyson" snapped Patience, lacking any of the usual heat behind her words. Her expression faltered before smoothing out into her typical scowl. It looked dishonest, somehow. "Like it or not, we've got a job to do. I thought that you _liked _being the hero. Don't tell me that a little pain and some philosophical babbling from the craziest bitch this side of Orion's belt is enough to make you give up." Something in her tone was needy, almost begging, "_Not now. Please."_

Heaving out a tired sigh, Ben deflated, shoulders slumped. "No. I don't know. I'm not giving up or anything, I'm just… I'm so tired. In general. I want all of this to be over already." He tapped the Omnitrix dial impatiently, but there was no response. It was, for all intents and purposes, dead. With nothing to fiddle with, Ben started idly tugging at his shirt hem. The throbbing in his left arm was getting more insistent. He closed his eyes. "You know what? Never mind. You're right. There's work to do, people to save, so… Tell me what I missed while I was kidnapped for the second time. Has anything changed?"

Patience looked far from convinced. The smile on her face was more like a grimace, and for once, Ben didn't think that it was directed at him. "Well, the attack to knock out the generator caused a chain-reaction that killed most of the engines, too. We've been barely moving, but I've been listening in on Argyle's conversations with that Nemuina and we're nearing a station that will be useful for getting the parts they need. _Obviously_," she snorted, "we should do what we can to prevent them from reaching that point."

A simple, straightforward plan. Knock the engines out. Contact the Plumbers. Ben wasn't sure how he would fair with an arm made of peranite, but at least he wasn't bleeding out anymore. He only had two tasks. He could handle that.

At the very least, he was going to have to.

Nodding, Ben stuck his right hand out for Patience to shake. "I don't like you, and you don't like me. But right now, we're all that each other's got. I'd rather do this with you than without if you're willing to put aside our differences and do this right," he offered.

She eyed his hand like it was something distasteful, sending Ben a sharp look. "What part of "I risked my life to save your ass," made you think that I wasn't willing to work together?" But she took hold of his hand anyway, shaking firmly before dropping it.

Despite himself, Ben smiled. At least one thing was turning in his favor. "In that case," he said, "it's _so _hero time."

* * *

**A/N: Finally, Ben is back in the driver's seat! Hopefully, he can stay that way long enough to save the day this time. **

**Chapter Thirty-Six: **_**Mutually Assured Destruction**_


	40. Mutually Assured Destruction

Using his flesh-and-blood fingers, Ben shoveled a strange mush with the consistency of oatmeal into his mouth. It tasted like nothing and soothed the painful clenching of hunger pains in his gut so, as far as Ben was concerned, he was going to choke down as much as he could handle. He was lucky that Patience had stumbled upon any food at all in the bunker-like room she had elected to use as her base of operations.

"I've been exploring this place since our attack," Patience said as she paced in front of Ben. She kept sticking her hand out, as though expecting there to be a hologram for her to flick in order to illustrate her point. As a result of the constant swiping at nothing, each step seemed to make her angrier. Ben made the wise decision and stayed quiet, eating ravenously as his head turned to follow her from one end of the room to the other. "It's huge. Absolutely enormous. The design changes dramatically a few miles in any direction, which leads me to believe that the original station was much smaller. But, then, what could they need to fit? It can't be all of the kidnapped Petrosapiens. They would fit in a space much smaller than this, so why the need to expand at all, much less—?"

"Uh, Patience?" Ben cleared his throat pointedly. "I thought that the plan was to destroy the engine, not worry about getting these guys a good interior decorator."

She shot him a scowl, before seemingly catching herself and going still. Patience thought for a moment, then sighed, deflating begrudgingly. "Fine," she said. "It isn't that easy, though. The engine room… I've been there. It's not exactly…" She searched for the right words, taking a deep breath as she turned to face Ben fully. "Right. Do you know what a fusion drive for a ship is?"

Ben blinked dumbly. He made a twirling gesture in the air with his good hand. "Yeah, vaguely. It's really powerful and dangerous, and… it's powered by fusion, which is what happens in star cores." Memories of tenth-grade science class told Ben that hydrogen and helium were supposed to be involved somewhere in there, but he couldn't be bothered to remember the details.

His answer must have been close enough regardless because Patience nodded, looking relieved. "Right. This engine is clearly a sort of fusion engine, but it's far bigger than anything I've ever seen. That's probably why, when Tetrax and his team knocked out the generator, it had such an extreme impact on the rest of the ship. It probably wasn't even a real generator, it was… only a converter, to act as a transfer between the raw power source and the rest of the ship so that the technology isn't immediately fried and overwhelmed." She set her head in her hands, shaking it slowly. "Essentially, if we don't want to blow this entire station to the next galaxy over, we'll have to find a safe way to cut the power. So much raw energy can be very finicky. That's why the manufacturers don't include a simple "off" button."

The alien food that he had been eating was finished. Ben tossed the container away and stood up, wiping his good hand on his pants. What he wouldn't give for his warm bed and familiar clothes. "Okay. Sounds simple enough," Ben reassured her, lying through his teeth. "So if it's a fusion generator then it's gotta have a main source of energy somewhere on this base, right? We can just follow the wires from the engine room to there and then figure out how to get rid of it once we know what it actually is."

He made a move to walk off, only for Patience to set a hand on his shoulder and stop him in his tracks. "Aside from how stupidly simplistic that plan is," she snorted, "I want to know what you plan to do about your arm. Can you even transform when it's like that?" She gestured at the mass of peranite clinging to what was left of Ben's forearm.

Somehow, he managed not to wince. There was no point in looking weak in front of someone like Patience.

Still, Ben couldn't help but wish that she hadn't asked. He had been trying so hard not to think about it and still found himself attempting to grab things with his crystallized hands or reaching to fiddle with his hair and realizing that he couldn't flex his fingers. It kept getting worse. He really, desperately wished that he could go five minutes without reminding himself of the glaringly obvious problem with his wrist.

And what if Patience was right? What if Ben was no longer able to transform at all? He glared at the Omnitrix as if the steady red glow that signaled low power might provide him with some sort of answer. It didn't, of course. Instead, it felt as though it was mocking him.

He was so sick of relying on the Omnitrix. Of needing other people to get him out of situations because being human _wasn't good enough_. Was it Ben's fault? Was he only weak because he was allowing himself to be? Was it his dependence on the Omnitrix? Or was it just his inability to use it?

Ben wasn't sure. And, as desperate as he was to have somewhere to pin the blame, _that _was the scariest part.

He shrugged her hand off, turning half-way to give her a glare out of the corner of his eye. "I'll manage," Ben said stiffly. "It doesn't matter right now. We have to figure out how to shut down their engine before Murowa and Argyle find us. All we're doing is wasting time."

Without waiting for a reply, Ben hurried on ahead of her. Patience was right behind, quickly passing him, not that it mattered. Ben didn't try to stop her. She was the one who knew the way to the engine room, after all. Hopefully, it would be a quick, simple task. Honestly, Ben wasn't certain how much more he could take. He was so furious and exhausted, all the time, for no real reason.

He had faced impossible challenges in the past. What was so different this time around?

As they left the room, both of them silent, Ben noticed all the metal shards and wiring lining the floors. He spotted a lens lying among the trail of shards and assumed, correctly, that they were the remnants of cameras. There were holes dotting the walls, sometimes speckled with peranite shards, where the cameras had been torn out. The sheer amount of them made Ben's mind spin. They were of every size, some holes bigger than his head and some so small that Ben only noticed them because he was looking for them.

It made sense how Murowa and Argyle had managed to get the drop on them in their own trap. By the looks of things, there wasn't an inch of the station that Argyle didn't have under surveillance. Ben had been underestimating his paranoia.

The silence grew thick and unbearable so, hesitant, Ben cleared his throat in an attempt to dispel it. Patience didn't look at him but he knew by the tilt of her head that she was listening. "You seem to know Argyle really well. You found all of these cameras? I had no idea that he was such a control freak." Ben chuckled nervously.

For a moment, it didn't seem like he was going to get a response. But maybe Patience was tired of the silence too because she sighed and decided to indulge him. "Yes, I know him," she admitted begrudgingly. "It's not much of a secret anymore. Your partner—" She caught herself, not smug or regretful but simply acknowledging. "Your _ex-_partner knows, so I'm sure that you'll know eventually. Argyle was my brother."

Whatever Ben was about to say fell flat. He closed his mouth again, frowning as his brow furrowed. "I… Huh." He looked at the ground thoughtfully.

Patience faltered, almost pausing her gait, but caught herself. She shot Ben a scowl. "What? Something to add, Tennyson?"

He shook his head quickly. "No! No, it's not that. I just…" Ben shrugged. "I don't know. I guess that I was expecting more of a stunning revelation. I'm not all that surprised. It explains a lot, actually," he admitted.

That actually did make Patience stop. She turned on Ben, livid. "Explains _what_, exactly?"

Any edge of intimidation was lost on Ben. He had just spent what felt like an eternity locked up by a crazy alien woman who wanted to use the Omnitrix to mutate him and then dissect the human-hybrid remains. It was hard to be cowed by an angry rock.

Still, he held his hands up placatingly and made a "calm down" gesture. "_Relax_. It's not like it's stunning news that you're not a perfect person. I just mean that things like how you both have control issues and bad tempers and a fragile ego… It all really lines up when I put it into perspective like that."

It seemed like she wanted to be mad at him. Patience curled her fingers into fists and uncurled them, again and again, before giving up and slumping her shoulders. She turned away from Ben, continuing their walk to the engine room as though nothing had happened. "Yeah," she grunted. "We're pretty similar. That's how I know him so well. Even when he was living with me when he didn't have much money… He was always so possessed by the idea of knowing _everything _that the people around him were doing. He took locks off doors, even at other people's homes, he would nitpick for flaws or "suspicions" and use those as an excuse to follow people around, and he'd spend all of his Credit on the latest microphone or camera security system." She snorted. "One time, he was interested in a girl and didn't leave her alone for weeks. Followed her from work to home, wherever she went with friends…" The way that Patience described it was almost fond.

Ben arched a brow. "Uh, that doesn't really… sound all that mentally stable or harmless to me." Or romantic. He couldn't remember the last time he had ever met a girl who was into obsessive stalkers.

There was a dismissive wave of the hand from Patience. She had a hard look on her face, a distant expression that Ben couldn't fully describe. "It wasn't supposed to be. She hated it. They had such intense fights…" Her voice trailed off, then she remembered herself and continued. "I'm not explaining Petrosapien romances to you. But personally, I say it's better to have a control freak who doesn't understand personal boundaries than a _powerful _freak who wants to blow up planets."

At the mention of the old plan with him, Ben crinkled up his nose in distaste. "Ugh, yeah. _That_. I still don't understand why he wanted to do that in the first place."

With an uncommentable hum, Patience shrugged. Even though her gaze was staring ahead of her she didn't seem to be looking at anything. "Why does a child do anything? Because he wants to," she replied vaguely. Her head angled more toward him, losing sight of the path ahead and, carefully, she asked, "Does that hurt? Your arm, I mean."

The change of topic caught him off guard but Ben soon nodded, shifting his arm uncomfortably with the reminder. "No, um… not really. It's kind of tingly, actually." He sighed. "To be honest, I'm sort of used to it. It's not the worst thing I've ever dealt with. I wish that the arm was actually functional, instead of just hanging on as dead weight, but it just feels like being in the middle of a transformation. Except, well, _constantly_."

She didn't reply immediately. Ben thought that she was going to stop the conversation there, but then Patience placed a hand on his shoulder. Even though she didn't stop walking, it caught him off guard and nearly caused him to trip. "For the record, I am sorry that this happened and you were dragged into it. It was supposed to be a Petrosapien matter. A _family _matter, ideally, but…" She shook her head. "He's my responsibility. I should be the one to bear the brunt of his crimes."

That got her another odd look from Ben. He looked away just as quickly, focusing on what was in front of them. "That's a really shitty reason to take this whole thing on yourself. "Family" isn't a good excuse for tolerating…" He gestured around him. "...for tolerating any of this. Especially since it sounds like Argyle was doing this sort of stuff from a young age. I don't get why you're so insistent on doing this alone. I've always been offering my help."

Patience sneered, unimpressed. "Yes, and I've always been declining it," she shot back.

Innocently, but passionately, curious, Ben continued to push. "But _why_?"

For some reason, she didn't answer. Ben couldn't pretend to understand what was going through Patience's head, but he assumed that he had upset her. But _how_? It would all be so much easier if she would explain things to him but she seemed determined not to.

They walked in silence for a few more minutes, but the second time around, Ben wasn't all that eager to break it. In the end, Patience was the one to stick a hand out, stopping him, and point to a door just up ahead. There were so many camera scraps on the ground around it that it was impossible to approach the door without stepping on them.

"This is our stop," she muttered, waving Ben forward. "The engine room. Let's just hope that the main power source isn't far. Whatever it is must be massive and I'm not eager to waste any more time. It will probably take a while to dismantle."

Ben nodded absently, not really listening. "Hey, how come Argyle hasn't noticed you taking out all of these cameras? I thought he would be furious."

That made Patience laugh, even though Ben hadn't been saying it to be funny. "Oh, he _is _furious," she assured him, "but he's also very busy. By the time he noticed a flaw in his endless security system, I had already destroyed so much that he couldn't accurately pin me down. Sure, he could stay and watch the cameras for whatever ones go offline next, but then he would really be leaving me to my work. After that assault on the satellite, most of the lackeys working for them left. As unreliable as any other thugs. So instead of leaving no one to deal with me, he's attempting to hunt me down. There have been some close calls but nothing I couldn't avoid. He's probably still trying to find my trail." Her expression turned severe, pace quickening. "We should hurry."

As tempting as it was to reply sarcastically, Ben settled for an eye roll. He had to jog to keep up with her, which jostled his crystallized arm. And that was… yeah. Certainly something that he was trying hard not to think about. Luckily, Ben had a lot of practice with avoidings thoughts of things that he disliked.

He crossed his arm over his chest almost self-consciously, tucking his wrist between his good arm and his abdomen. A quick glance showed that the Omnitrix was _still _off, which was really starting to worry him. It shouldn't take so long to recharge, and yet he was still waiting.

In front of the door to the engine room, Ben paused, running his working fingers over the metal keypad. "So, do you know the password or—?"

He was cut off, receiving an abrupt answer in the form of Patience shoving her fist through the door. She split the reinforced steel like it was paper, curling her arm before yanking back and taking over half the door with her. Carelessly, she tore it off with her other hand and crumpled it up into a lopsided ball before tossing it over her shoulder and down the already-torn-apart hallway behind her. It clattered obscenely loudly against the scraps coating the floor, causing Ben to wince.

Seeing the glare that he shot her, Patience scoffed and shouldered the gap in the door open wider before stepping inside. "It's not like he doesn't know we're here."

As much as he wanted to, Ben couldn't argue that, so he didn't try. He simply shrugged it off and followed her in, ducking to avoid the sharp edges of what little door remained attached to the threshold.

The engine room, as it turned out, was exactly as unremarkable and bland as Ben had expected from an engine room. It was lit by dim, red emergency lights and smelled stale, like smoke had been accumulating for weeks. Pipes creaked and hissed and machines groaned and whirred all around him, like a symphony of ear-grating noise. He wasn't familiar at all with what a fusion drive looked like, but he understood what Patience meant about needing to be careful when he saw the engine itself.

It was enormous, easily five times his height. The metal that made it was dull and rusted, but the heat and noise coming off of it left no doubt in Ben's mind that it was functioning. He could see pipes and wires coming off of it, running off to power the station, but he couldn't tell which one was fueling it.

After a moment of study, Patience started walking around its width, squeezing around machinery to try and get a look at the back of it. Ben followed her, moving more slowly and awkwardly, but he was determined to not be left out of whatever decision she made.

On the backside of the generator, where the heat was bad enough to stick Ben's hair to his forehead with sweat in only a minute, it was connected to the thickest pipe he had seen yet. It was wider than Patience was.

"That's probably our best bet at finding the source of that thing," Ben remarked. Or, at least, that was what he was hoping. They were overdue for a miracle.

Thankfully, Patience seemed to agree. She nodded, holding up her arm and shifting it into a pickaxe. "In that case, all we have to do is see where it leads. It should be simple enough. Just don't wander off." Approaching where the biggest pipe met the wall, crammed uncomfortably close to the rattling generator, Patience jammed her pickaxe into the wall next to it and started tunneling.

A part of Ben wanted to protest. He was pretty sure that what she was doing was dangerous, but he didn't know enough about engineering to stop her. They were avoiding hitting the big pipe, which was probably good, but she wasn't _exactly _going out of her way to avoid anything else.

"_Exactly,"_ being used in place of the far more accurate words, "_at all."_

Patience drove her makeshift tool home, cracking pipes that sputtered out water and some that released gas and some that seemed to let out nothing but hissing sounds, which Ben hoped wasn't anything toxic. They loosely followed the path of the main pipe, but for the most part, she seemed content to hack her way forward. A trail of shattered metal was left behind them like breadcrumbs.

They walked for what felt like a long time. Ben had discovered that, apparently, the crystallized part of his arm was heavier than the rest. What a surprise. It tugged unnaturally at his skin when he walked, the artificial gravity pulling down on it. More than that, the crystal was an added weight on every part of him. Down to the recesses of his bone, Ben felt the increased pressure, the way his human body shifted against it as though the only thing keeping his arm and the Omnitrix from falling off entirely was a thin layer of glue.

The thought unnerved him more than he would like to admit. He settled for crossing his good arm over his chest and setting his left one over top of it, keeping it supported against his chest. Ben tried and failed to not think about it.

To distract himself, he figured that conversation was good enough even though Patience hadn't been stellar company thus far. But his legs were cramped from the exercise after being in one position so long, he was sweating like a pig in the humid bowels of the satellite, and there was a potent sort of hazy misery that was making it hard to breathe. Talking to Patience couldn't make him feel any worse than he already did.

"Why do we need to find a power source for a generator?" He asked irritably. He was forced to duck his head to avoid taking a blast of what he _hoped _was steam to the face as he trudged along behind Patience. "I thought that the point of a generator was to, y'know, _generate _energy. Isn't this counter-productive?"

Despite her annoyed grunt, Patience nonetheless took it upon herself to answer him. "Ordinarily, yes. But, again, this is a fusion drive. The generator's main purpose is to power the station's thrusters. That takes the most energy for any ship, and especially one this big. That's why Rook's team could safely destroy the power sources without killing us all. They derive their energy from the generator, but function only to feed power into the wired electronics. If the generator fed directly into those, it would be at risk of overloading them with energy. It's possible to limit the energy output, but then you have to monitor both that and the input very closely, which can affect your thrusters, which isn't efficient if you need to move your ship quickly. It's overall smarter and easier to have the generator feed off into a seperate storage device, for lack of a better term, that can power everything else."

Ben nodded absently, as though he was listening or even cared at all. "Okay. Cool. So, about the fusion drive?" He prompted her to get back on topic.

"I'm getting there," Patience assured him with a scowl. Then, relaxing, she continued, "Generator isn't really the right term. It's more like a fusion simulator, and this pipe that we're following feeds a steady stream of pure hydrogen into it. A smaller one offsets the resulting helium so that there's no build-up and the result is an incredibly efficient, but dangerous, infinite power source."

That made more sense to Ben. He had never taken an engineering class, but he had paid attention during science class in his sophomore year. At least, to the parts about space, anyway. The technical babble behind it all was much more interesting once you had actually _been _to space.

"Alright, got it. And I'm guessing that these "generators" are pretty finicky, otherwise, we wouldn't be bothering going this far out of the way to kill the engines, right?" Ben guessed.

He remembered fighting on Vilgax's sinking warship — the one powered with a fusion drive — and how it had gone up into a brilliant explosion even after it had sunk a good mile underwater. With how massive the generator on the satellite was, Ben was pretty sure that it would put all of Earth's weapons to shame. And considering what he remembered of the Cold War and nuclear testing from history class, he had no problem picturing the entire satellite being torn in two and the explosion being visible for over a thousand miles if a generator _that _massive went off.

Patience hummed in agreement. "Yes, exactly. We could destroy it easily, but I wouldn't recommend doing so if you wanted anyone on this station to survive. The fusion drives work in a loop, stabilizing themselves and their energy output by constantly needing more hydrogen. The only way to shut it off safely is by gradually lessening the hydrogen supply over the course of several weeks." Her expression turned grim. "We will do it over the course of a few hours."

"Oh." Ben didn't falter or even blink. He looked at the ground ahead of him and frowned contemplatively. "And are we going to survive?"

She shrugged with a nonchalance that didn't match the tension in her clenched jaw. "I don't know, Maybe. That doesn't strike me as being nearly as important as stopping this freak show. We have to gradually cease the energy supply and hold Murowa and Argyle off until it finishes. Then we can destroy the hydrogen supply without killing everyone and get out of here. My suit is air-tight and has a helmet, so you can transform into something and we can just get out of here."

There were so many things wrong with that plan, so many holes, so many things that could go wrong. What if their rush to speed things along caused the generator to detonate anyway? What if Ben couldn't transform at all anymore? What about all of the other people probably still onboard the satellite?

Ben took a deep breath. "Okay," he managed. "You call the shots. I'm— I'm with you."

At least for the moment.

On the plus side, Ben had finally managed to say the right thing. Patience nodded and relaxed, pushing on ahead more quickly and leaving Ben to pick his way a few feet behind her more carefully. Since they were apparently going to be attempting a suicide mission together, Patience had warmed up to him. It didn't make her any more eager to talk, but that was probably a good thing. The larger distance between them made talking awkward and Ben wasn't up for it.

It was only after the heat of the broken pipes became unbearable and Ben was convinced that the satellite couldn't possibly be any bigger and long after his legs had grown tired and sore and weak, that they finally reached their destination. There were no dramatics. Patience swung her pickaxe hand forward, but instead of tearing through more steal and wires, there was a sharp clanging sound and she stopped. The suddenness of it nearly caused Ben to stumble into her.

"Huh. That's weird." Patience shifted, cutting into the pipes and supports around her to clear her line of sight. It was nearly completely dark in the pit of the ship. The Plumber suit that Patience wore let out soft amounts of light, which was what Ben had mindlessly focused on following. He hadn't realized how dark it really was. "I should have been able to cut through that. Unless it was…"

"Peranite?" Ben guessed. He glanced at the Omnitrix, but it was still in the red. Something was clearly wrong with it. "I guess this means that we found what we were looking for. Argyle must've fortified it himself."

There was a nod, the silhouette of Patience's head bobbing briefly in front of him. "That's what I'm afraid of. It wouldn't need to be fortified unless it was either very dangerous or very expensive. Or both." She let out a sigh, setting her hand on the solid peranite wall blocking their way. "I suppose there's only one way to be certain."

A gap in the wall was opened, just big enough for both of them to step through. The other side wasn't as impressive as Ben was hoping for it to be. It was just as dark and cluttered with engineering bits. He idled next to Patience, letting her decide which way they went. She could feel the peranite around them, now that she knew it was there to look for, so she could sense which way the exit was.

After a moment of deliberation, she started toward the left with Ben hot on her heels. "This is just where they keep the wiring, locked out of the way so that no one accidentally interferes with it," she explained to Ben. "This should be the fastest way out. And once we can see what's going on, we can worry about finding the control panel and finishing what these freaks started."

He didn't reply, mostly because it seemed unnecessary. It took longer to get there than it probably should have, but to be fair, they were no longer tearing things apart to move more quickly. So close to the station's power source, they couldn't afford it.

At the other end of the maintenance room, they finally came across the end of the wall. Again, Patience dropped the barrier for them, but that was where the similarities ended.

Light flooded in, near-blinding in its intensity. Ben waited for his eyes to adjust but, after keeping his head down for several minutes, he realized that he was wishing for the impossible. He side-stepped Patience, who was muttering and cursing about Petrosapien light sensitivity, and fully entered the room that housed the satellite's power source. "Room" was doing it a bit of a disservice, though. Ben almost wanted to call it an auditorium, but he didn't think that _that _was accurate, either. Was there a term for an enclosed area that seemed to go on for _miles_?

Directly in front of him was a window. Sort of. It was clearly looking _in _on something, more like a viewing port, but Ben had no idea what it was. He couldn't look directly at it without causing his eyes to water. When he closed them, something circular and pulsing was engraved into the backs of his eyelids for an uncomfortably long amount of time.

In either direction, the room curved away from him, going on for what _had _to be miles. If he could see it from above, Ben imagined that the set-up would look like a donut, with the power source in the middle. And himself, too small to be even a speck if they were doing it to scale.

"I don't think that hydrogen is supposed to glow like that," he said to Patience. At least he finally knew why the satellite was so much bigger than the original blueprints had portrayed. Murowa had to have done _dozens _of different reconstruction and repair projects to carve out space for something so massive.

"No shit," Patience hissed as she stumbled over to stand next to Ben. She had a hand next to her eyes, blocking the worst of the glare, having given up on getting more than a glance at their target. In the light, her peranite skin reflected like a disco ball and was equally as distracting. "I have no idea what they're doing here. This isn't… This should just be a storage area for hydrogen! I don't know what that thing is or what it's doing here!"

Ben tilted his head at her in confusion. "Well, it's supposed to power this place, right?" He inclined his head toward it pointedly. "What if it's just a star?"

The noise that Patience made was somewhere between mocking and hysterical. She looked about on the verge of a mental breakdown — which made two of them. "Don't be ridiculous!" She snapped. "It's impossible to get a star into a confined space like this. It would collapse into a black hole! Not to mention, do you have any idea how ridiculous it sounds? Who's going to waste their time and resources putting a _star _in their station when we've developed countless, far easier methods?"

There was a frown on Ben's face as he moved forward, shielding his eyes from the light with his crystal arm, and set his good hand on the viewing glass that separated them from it. Remarkably, it was cool beneath his skin, shimmering as gently as freshly fallen snow. It lacked the burning glare that Patience's body reflected, but it looked exactly like peranite. In fact, the entire room seemed to be made of it, the windows and walls glimmering different shades of green, blue, and purple. The light from the other side of the window was so bright that the colors were barely noticeable.

"Murowa said that they use the heat and pressure of a star core to make peranite mold the way that they want it to…" Ben muttered, mostly to himself. He didn't want to explain the gruesome details to Patience. He didn't even want to _think _about it, let alone go out of his way to describe it all.

It still made him sick. All of those people, millions and millions of them, torn from their homes, permanently crippled, and probably still alive when Murowa crushed and melted them down into little casting molds. It made his stomach roll, what little food he had been given earlier threatening to come back up. Ben swallowed the urge and composed himself before turning back to Patience.

He faced where he assumed that she was, anyway. It was a lot easier to just keep his eye closed instead of having to squint at everything. "Okay. I think that it's a star and I think that this is the center of their operations. We still need to destroy this. Any ideas on how?"

Patience scoffed. "I'm not going to waste my valuable time discussing hypotheticals. It wouldn't kill you to be serious for a minute or two, Ben."

It took a conscious effort to keep from snapping, but he knew that yelling would only make her yell back and a shouting match wouldn't be productive. They were trying to save lives and stop criminals. Ben had handled difficult teammates before.

He took a deep breath to calm himself and sighed, thinking hard before replying. "Look. I don't know anything about the science behind what's going on here, I just know what Murowa told me. It's not like we have a working plan anymore anyway, so could you _please _humor me for a few minutes and play along?"

There was a pause where Ben didn't breathe, certain that she was going to refuse, then Patience groaned. He could picture her throwing her hands up in frustration. "Fine! Whatever. Let me think. It's been over a century since I took an engineering course."

Despite himself, Ben smiled. That explained why Rook was always complaining about how dated her technology was…

But Ben shook that thought away. It wasn't the time to be thinking about Rook or Gwen or Kevin or Tetrax or Conway, or… or Popigai. He had something far more important to be worrying about than how much he missed his friends. He couldn't fail the entire galaxy just because the Omnitrix was acting up and he felt lonely. They were so close. All he had to do was push through, just a little bit more… If it came down to it, Ben could always punch whatever stabilizing device was keeping the star nice and contained. It would kill him and everyone on the satellite in the process but…

Well, he was a hero for a reason. And heroes had to know when to make sacrifices.

It had been long enough that Ben was growing restless. He huffed and crossed his arms over his chest, hoping that Patience still had her eyes open so that she could see the silhouette of him pouting. "Well? Is there going to be an off switch somewhere in here or not?"

Her heavy, clanking footsteps sounded, moving away from him and staring along the path that would lead in a circle around the energy core. Ben followed, keeping his right hand on the window to guide himself blind. With any luck, they would stumble upon a control panel or something sooner rather than later. It turned out that walking grew pretty tiring when you were running on no sleep and very little food or water.

"Maybe," Patience said after a moment, hesitant. "I've never looked into something this advanced, personally, but in theory… For the record, it _is _just a theory, because to collapse a star to the size of a few miles would make it collapse into a black hole, but if we're entertaining ridiculous ideas, then I'll pretend that the laws of physics don't apply. Fine." She sighed, steps slowing as she talked. "Theoretically, you _could _force a star into a more confined space. It would involve manipulating the physics behind wormholes, which we can already do. You've seen it yourself, with FTL drives. The problem is that it becomes more unstable the more massive an object you try to apply it too, but if we could work around that then, _yes_, I suppose that a star could fit into a space station this big.

"Aside from that, if you want to talk about destroying it without killing everybody within five-hundred thousand kilometers of here, you couldn't. It would be, as you said, like "flipping an off switch." In an instant or two, the star would swell back to its proper size, immediately destroying this satellite and everyone even remotely near it. It's impossible for us to shut this off this safely. I imagine that, if this were really a star, then the generator we found in the engine room isn't a generator at all. It functions as another stand-in, to keep the energy surges regulated. With something as unpredictable as a star, it would be suicidal to plug that much power directly into the station's mainframe. It would fry all of the wiring instantly."

Her footsteps stopped right ahead of him. Ben cracked one eye open, tilting his head to avoid the worst of the glare, and stared ahead at her back. Slowly, she turned to face him, an unfamiliar look on her face. Like disbelief, almost, but far calmer.

"That really is a star, isn't it?" She murmured, turning to look out the window. It had to be hard to look directly at it but Ben couldn't tell if the grimace on her face was from the light or the sinking realization about the hopelessness of their situation.

Ben shrugged helplessly. Somehow, he managed to crack a smile. "Hey, it's not the worst way to go. Once, an enemy of my cousin's sucked out my soul as a sacrifice to an ancient, all-powerful being from a higher dimension in part of an exchange to bring her dead dad back to life. That wasn't a whole lot of fun. It was really… cold."

He earned himself an odd look from Patience, only for her to suddenly snort with laughter and shake her head. "That's so fucked up, Tennyson. I don't know about you, but I'm not eager to throw my life away. Not that I'm being given much of a choice right now."

Comforting wasn't his strong suit, so Ben didn't try. He walked past her, continuing the way that they had been heading. "Like I said, it's not the worst. At least you'll be helping people and stopping these guys from doing anything else. That's more than most people can say about their entire lives." The view hadn't changed much from before he had closed his eyes, except that the hole they had made in the access panel was out of sight and far behind them. It didn't matter. Ben had his gaze firmly focused on what lied ahead of them.

He waited for Patience to say something more, but she didn't. Maybe she was lost in thought — ironic because, for the first time in a long time, Ben's head felt clear. He had been okay with dying for a long time, at least if it was in service to the greater good. He didn't think of himself as suicidal, but if there was no other way, other people's lives matter more than his own. It was almost a fact, practically a universal constant.

Thoughtfully, he ran his fingers over the Omnitrix. Still red, unsurprisingly. Was it broken? Had whatever Murowa done to it caused it to malfunction? Would it lock his wrist into being made out of crystal for the rest of his life? The worry gnawed at the back of Ben's mind but, somehow, the idea that he was going to be dying in a few minutes or so made it all seem so irrelevant. He did feel a little bad about the Omnitrix being destroyed, though. As advanced as it was, he didn't think that it would be able to react fast enough to save him in a millisecond. It sucked that Azmuth's pride and joy would be incinerated. Ben would never even know what was going wrong with the Omnitrix.

They continued onward in silence, which was probably for the best. If Patience was the type to want comfort, which she wasn't, then she definitely wouldn't want any words of advice from Ben. He didn't want to say that a suicide mission felt like a relief because it wasn't. Beneath the surface level of calm was the regret and anger of knowing that he wouldn't get to see any of his friends ever again. And Tetrax and Conway were still onboard the satellite, hopefully alive. Ben was about to make the decision for them to sacrifice their lives.

But what other options did he have? Ben wasn't naïve enough to think that Argyle and Murowa would stop committing such atrocities just because they had him and the Omnitrix to virtually print money for them. They would get bored of that — or at least, Argyle would. They would move onto something else, _someone _else, and then the cycle would repeat. People like that would never stop hurting others. And Ben couldn't get them arrested, not with all of the odds so stacked against them, so he was going to have to take whatever option he had at his disposal to end it while he still could.

He wished that he could apologize, though. There were so many things that Ben wanted to say, but maybe that was for the best. If he had to look at Rook or Gwen or Kevin, he probably wouldn't be able to go through with it. It was hard enough the first time, forcing himself to turn away from Gwen to sacrifice his own life for the ultimate aliens trapped in the Ultimatrix. But this was for more than six people — it was for the entire galaxy.

Ahead of them, the walls curved away and a control center came into sight. Ben hesitated, glancing at Patience, but continued walking toward it. There were computer monitors flashing with numbers and lights, giving readings in a language that Ben couldn't even begin to decipher. There was console after console, work desks with spilled cups staining the papers, flashing lights and big red buttons and cranking dials.

Ben surveyed it blankly and turned to Patience, meeting her eyes and giving a shrug before turning to the window. There was a hatch in the wall where the seemingly endless window finally seemed to take a break, some sort of device built off of it that reached toward the star in the center far beyond what Ben was capable of seeing without burning his retinas out. He let Patience move over to the work station before reaching out to open it.

The hatch hissed quietly with the releasing air pressure as he pried it open, a sweltering wave of heat hitting Ben strongly enough that he gasped and stepped back. Inside of it was row after row of perfectly shaped, glimmering pieces of peranite. They were a blur of colors, blending together in elegant streaks of purple and blue and green. Ben swallowed thickly. He didn't know if these pieces were made from the Omnitrix or the kidnapped Petrosapiens, but he had finally found his limit — he was going to be sick.

"Did you find anything?" Patience asked from behind him.

Torn from his thoughts, Ben choked down bile and slammed the hatch shut, whirling around to face her. "No, um, it's nothing! Nothing at all. Just, uh…" He cleared his throat. "Did you find the off switch?"

"Good luck with that," a different voice interjected, sending chills through Ben's body.

He stiffened, throwing himself to the side just in time for golden dust to rain down over where he had been standing. A peranite shard cut through the air, missing Murowa by an inch, and bounced harmlessly off of the protective glass.

"_Murowa_," he snarled, reaching for the Omnitrix out of habit. He was sharply reminded of the low battery reading when its only response was to whine gently and flash red. Almost like it was apologizing. Ben cursed loudly.

"So you've found out our dirty little secret." Murowa pretended to pout, then flashed Ben a grin. "Do you know how much trouble it is to do this with a star out in the void of space? The energy flares, the constant thrust adjustments to stay in a clean orbit, dodging the space debris, not to mention the _paperwork_! This way is so much more streamlined." The smile slipped from her face, twisting into a sneer. "You're making this very difficult, Ben. You shouldn't be in here."

"Huh. And to think that I had been about to leave," he retorted. Jumping up from his crouch, Ben risked a glance over at Patience. Why wasn't she doing anything? She was just standing there, looking everywhere _except _at Murowa. "Patience! Hey, a little help here? We have to get rid of her!" He shouted, gesturing toward Murowa even as she again tried to douse him in glittering dust.

Before he could get a response, the floor shook and crumbled beneath Ben's feet. He let out a shout of alarm, flailing for a way to catch himself, only for Patience's hand to snap out seemingly from nowhere and grab him tightly by the wrist. Ben winced, the sharp points of her hand drawing thin lines of blood, and grunted in pain as he was tossed safely to the side and out of the way.

Out of the hole, Argyle launched himself out, immediately trying to slam his fist through Patience's head. She caught him by the arm, fingers lengthening to points that she attempted to jam into the sensitive crook of his elbow. Argyle twisted away at the last minute, gaze darting to Ben for a moment.

Ben could see the deliberation in Argyle's eyes. He so badly wanted to end both of them, but he knew that he wouldn't be able to. Furious, he tore his attention away from Ben in time for Patience to tackle him and send them both slamming through the far wall.

"_Patience_!" Ben scrambled to his feet, letting out a hiss of pain. Something in the way he had landed made his back ache fiercely, spine twisting in discomfort every time he moved. He moved toward her anyway, intent to help even without the Omnitrix, but was stopped when Murowa fluttered into his line of sight.

"Ah, you shouldn't interrupt sibling spats," she chastised him, a dark look in her eyes despite the smile on her lips. Her fingers were dripping so much dust that it almost looked liquid, running like molten lava. "Besides, we have our hands full here."

Despite himself, Ben glanced in the direction that Patience had disappeared. He could still hear her and Argyle grunting as they threw punches. Swallowing, he turned back to Murowa, self-consciously setting a hand over the Omnitrix to hide the red dial. "How did you find us? Patience disabled all of those cameras."

Murowa snorted. "Yes, in one area of the satellite. You think that someone as paranoid as Argyle wouldn't have motion detectors and back-up alarms for his back-up alarms in a room as critical as _this_?" She gestured around them before refocusing on the moment. Her expression turned severe. "You don't want to fight me, Ben. If you thought that the hallucinations were bad, just wait until you see what I can do with my claws in that palpable brain of yours." She bared her teeth, razor-sharp and full of intent. "You're going to _beg _me to finish you."

Somehow, Ben found the will to chuckle. "You bad guys _always _say that. Why don't you shut up and prove it?"

She launched herself at him, claws catching on the back of Ben's shirt as he tumbled inelegantly out of the way. In his head, she might be able to control the pace of things, but as long as Ben didn't let himself fall asleep, he would be able to manage.

Eyes going to the work desks, Ben avoided another attack by sprinting over to them. He scrambled for something — anything — that he could use as a weapon. Behind him, wings fluttered, and Ben grabbed a mug that used to hold some sort of yellow drink. He turned around and swung as hard as he could. There was a dull thud as the bottom of the mug connected solidly with Murowa's head. It cracked in Ben's hands, shattering easily when he let it go in his surprise and it clattered to the peranite floor.

The force of his blow sent Murowa flying, hitting one of the machines and causing it to spark and whine. She crumbled to the ground, a thin line of purple, gold-flecked blood oozing languidly down her temple. Her eyes were tightly shut and she didn't stir.

"Oh, God…" Ben rushed over to her, falling to his knees at her side and awkwardly propping his hand up underneath her head. "Hey! Murowa, dammit! Wake up!" He shook her for good measure. There was something cold and heavy in his gut. Had he actually done it? Had Ben just killed someone with his own hands?

Her eyes snapped open and Ben had barely a second to register that grin before Murowa punctured his arm with her nails. Blood splattered out, then blurred, melting back into Ben's skin as his eyelids grew heavy. The world became fuzzy. Murowa's body sank into the background, taking all of her features with it except the wild look in her eyes.

"_So predictable," _she hissed right next to his ear, though Ben wasn't sure when she had moved. "_See you in your dreams, hero. If you can even stand to call yourself that when I'm through with you." _

There should have been panic or worry or concern, but Ben felt eerily calm as he tipped forward. Small hands pressed against his chest, sinking in, drawing blood and filling the empty spaces in his veins with gushing gold. Murowa propped him up, almost gently, and Ben went limp. He muttered something that should have been a threat, but then his body lurched away from his mind and he was gone.

* * *

**A/N: Ben versus Murowa! Fuck yes. It's been a long time coming and it's **_**so **_**overdue. Stay hyped for that next week!**

**Chapter Thirty-Seven: ****_The Walls Have Ears_**


	41. The Walls Have Ears

When he opened his eyes, Murowa was gone. Ben blinked up at the ceiling, dazed, and sat up, clutching his head between his hands. It felt like someone was beating his skull with a hammer. He remembered Murowa knocking him out but, despite her threats, after that there was nothing. He sat there for a few minutes, breathing hard, trying to remember, but nothing came to him. Not even a flicker of emotion, just blankness. Eventually, Ben had to concede that maybe there really _was _nothing to remember.

He looked around him, taking in the unfamiliar surroundings. Instead of the steel walls of the satellite that he had grown so familiar with over the course of his unwilling stay as a prisoner, wherever he was had smooth, green walls. He set his good hand on it, feeling the chill of metal sink into his skin. Someone had laid him out on a bed, a simple white cot with a thin blanket. Other than that, the small room was featureless.

Something occurred to him then and Ben stiffened, looking to his other hand — the left one. It was still half-crystalized, but that wasn't what worried him. The Omnitrix wasn't on his wrist, where it always was. It was _gone_.

Ben jolted to his feet, frantically looking for it even though he knew it wouldn't be anywhere nearby. As if anyone would leave the Omnitrix laying on the ground in an empty room. He spotted the door and rushed over to it, throwing it open with a loud bang.

Outside of it wasn't what he expected. Instead of Murowa or Argyle ready to cut him in half, he saw the narrow, cramped hallways of what he finally realized was a spaceship. Ben frowned in confusion. He recognized it as being the Plumber cruiser standard, but if he was in a Plumber ship, then did that mean…?

His eyes widened and Ben took off down the halls, sprinting as fast as he could. He nearly slammed into the wall more than once in his hurry to get around those tight corners, but let his feet carry him instinctively to the ship's bridge and burst into the room panting.

He almost melted with relief. _Rook_. For the first time in what felt like years, Ben's partner was _right there_, looking at him from the pilot's seat with surprise. Rook's expression smoothed out, turning impassive, and he put his attention back on the ship's instruments. Ben's grin fell and he stood in the door's threshold feeling lost.

"Hello, Ben," Rook said, only after adjusting some of the dials. "I was wondering when you were going to wake up. Magister Tennyson will be relieved that you are alright."

"_Alright" _seemed to be stretching it. Ben clutched his peranite hand close to his chest. He still felt aching and bruised, riddled with cuts and sprains. He knew that they were a little superficial, especially compared to the stab wounds that Murowa had healed for him, but he had thought that Rook would be concerned enough to apply at least minimal first aid. The last time that they had seen each other, Ben had nearly died. Had Rook forgotten? Or was it not a priority?

"Um, yeah, I guess…" He agreed hesitantly, walking further into the room. Nothing that Rook said had been wrong, exactly, but something felt off. "What happened? Where's the Omnitrix? I woke up and it was gone."

Rook snorted, muffling laughter. "The _Omnitrix_?" He shot Ben an incredulous, amused look. "After what you did to it, you should be grateful that you have not been court martialed. It was removed, to be returned to Azmuth. Gwendolyn and Kevin opted to take it there while I escorted you back to Earth." He shook his head and, under his breath, muttered, "Perhaps this time Azmuth will find a proper champion to wield it."

Stunned, Ben froze. It was all he could do to keep standing when it felt like his legs were about to give out. Somehow, he managed to find the words. "Rook, I don't… what are you talking about?" Ben took a careful step toward him. "Court martialed? Taking the Omnitrix? I…" He swallowed thickly. "What about my hand?"

"What about it?" Rook flicked his wrist dismissively and didn't even bother to turn around. "You got yourself hurt, Ben. You can take care of yourself. Are you not the person who has saved the universe, "about a "ka-jillion" times"? I would not think that a minor injury would be such an inconvenience for you."

Ben felt like he had the breath knocked out of him. He sputtered, gesturing wildly with his good hand. ""_Minor"_? My hand is _crystal_, Rook! What _happened _up on the satellite?"

With a heaving sigh — as though he couldn't believe what an inconvenience Ben was being — Rook finally turned to face him. There was a scowl on his face and his eyes were hard, completely absent of any warmth or fondness. "We arrived while you were busy lying unconscious at Murowa's feet," Rook said stiffly. "Gwendolyn and Kevin handled fighting Argyle with Patience, while I took care of Murowa, seeing as you were clearly incapable of doing so yourself. Afterward, Patience told us everything that happened. How cowardly and spineless you behaved and how you were willing to blow up the entire station, killing countless people, to save yourself a little discomfort." He gestured pointedly at Ben's crystalized arm. "She has already been gifted the Plumber Badge of Honor, for outstanding service from a civilian. Magister Tennyson put her in charge of rebuilding Petropia. And you…" Rook looked away, turning back to the controls. "You are being taken to Plumber base until the Magistratus decides what is to be done with you. Ordinarily, it would be house arrest, but after the situation was explained in full, your parents did not want to see you."

Stubbornly, Ben shook his head. "No! No, none of that… None of it makes any sense! Please tell me that you're lying, Rook. Or just making a really awful joke. Haha, you got me, great job! Can you stop now? I'm _so _confused!"

The disinterest faded and Rook sneered as though he was looking at something unpleasant stuck to the bottom of his boot instead of his friend. "What else is new?" He shot back.

Despite himself, Ben winced. He should have known to expect something like that when Rook was so clearly angry with him, so why did it hurt so much? "I'm not…" He swallowed thickly and didn't move any closer. "I'm not an idiot," Ben muttered, more like he was trying to convince himself instead of Rook.

There was no response — just a snort as Rook turned back to the piloting controls. That cut deeper than any scathing insult could have.

Caught between misery and confusion, Ben stood where he was. Should he go find a room to lay down in? Return to the med bay where he could be alone? If he stayed on the bridge would Rook only grow angrier?

His indecisiveness went unnoticed. The ship's communicator chimed with an incoming call and Ben drifted closer to see who it was. Rook, apparently willing to abandon the control's for something that wasn't Ben, answered the call almost immediately. In fact, he was almost eager to.

"Rook Blonko, answering." He said in his normal, non-angry voice. Normally, he would mention that Ben was present too if they were getting a call from Plumber base, but he opted not to. It was such a small thing, but Ben couldn't pretend that the snub didn't sting.

"_Good to see everything's going well, Rook," _Grandpa Max replied. He started to say something else, but was stopped when Ben suddenly leaned over Rook's shoulder and shoved himself into the conversation.

As childish as it sounded, Ben just wanted a friendly face. Someone to explain it all to him without making him feel awful for it. Rook was angry, Gwen and Kevin were nowhere to be found, and the Omnitrix had been removed from his corrupted wrist. But Grandpa was there, and he had always had a way of making things easier.

"Grandpa!" Ben melted with relief. "I'm so glad to see you. What's going on? I remember being unconscious but then, after that, there's nothing. And the Omnitrix, where is—?"

"_Quiet, Ben." _Max interrupted without needing to raise his voice. His eyes narrowed and Ben snapped his mouth shut. An awful feeling of dread sunk in his stomach. "_If I wanted to talk to you, I would have asked for you. I'm so disappointed in you right now that I can't even stand to look at you. Go sit down or, better yet, go to another room entirely. I called to speak to Rook. And don't act surprised," _he chastised, "_when you've long since known what a better Plumber than you he is."_

After Rook's treatment, Ben had thought that he'd reached his limit of surprise. It wasn't even that he didn't know how to respond. Ben stared blankly at the screen, at the glower on his grandpa's face, and lost the ability to think. His hand was brushed off of Rook's shoulder but Ben barely noticed. Something had stuttered to a halt and his logical processes weren't working. A part of him wanted to leave, to be alone, but his mind was separated from his body.

In his head, Ben was lightyears away. _Anywhere other than in that room._

There was a scoff from Rook as he turned back to the monitor, face twisted in distaste. "Apologies, Magister Tennyson. I will call you back once I have dealt with your grandson. And thank you for the promotion." Rook smiled, and Max returned it — a fond upward tilt of the lips that used to be reserved for Ben and Gwen. The call was hung up and all was quiet.

Ben took a shaky step back, away from the chair and the monitor and Rook. His vision was going black at the edges. Everything looked fuzzy and distorted. He felt on the verge of hyperventilating. "Rook," he breathed. "Please. What is all of this?"

There was a smirk playing on Rook's face, a glint of _schadenfreude _in his eyes that Ben had never seen his partner display before. It scared him to know that such a look was being directed at him. "What?" Rook shrugged offhandedly as he stood. "Did you think that you would get to sit back comfortably and play the hero for the rest of your life, Ben? Does it hurt to see how easily all of those "achievements" can be ripped away from you?"

He hadn't realized that he was backing away from Rook until his back hit the wall. When it did, Ben automatically reached for the Omnitrix, only for his fingers to close around nothing. And still, Rook advanced. "Shut up," he said, hating the wavering tilt in his words. "You don't know what you're talking about. It's not like all of this has been _easy_. My arm—"

Almost as if he had been waiting for that, Rook's hand snapped out and grabbed Ben by the crystalized wrist, pinning the useless appendage to the wall right next to Ben's head. On Rook's shoulder, the Proto-Tool whirred to life. It aimed itself directly at him and Ben found himself going cross-eyed trying to stare down the muzzle. He swung a punch at Rook's jaw with his free hand, operating on instinct, only for his ex-partner to catch his first and squeeze until Ben let out a gasp of pain.

"Popigai is dead," Rook hissed, pupils in slits and fangs bared, "yet you still think that your _arm _is important. I can't believe that I ever admired someone like you, Ben Tennyson. So selfish, so _unapologetic_. I don't know how you can go on without being sickened by yourself."

His eyes were squeezed shut as tightly as possible in an attempt to block out what Rook was saying, but Ben still felt it when he leaned in closer. The hands holding him in place tightened. "You're wrong," Ben whispered. "I'm not… I feel awful about what happened to him. I _miss _him. What am I supposed to do?"

Rook snorted. "If you had saved him the first time, this wouldn't be a problem, now would it, Ben? The Omnitrix should have been taken from you years ago. "Hero of the Universe"? You haven't done anything. It's always been the Omnitrix. Some random stroke of luck led you to believe that you were special when, in reality, anyone could have done what you did had they gotten an alien device that does all of the hard work for them. You're a _joke_, Tennyson. You're kidding yourself."

The whirring of energy caused Ben's eyes to snap open, just in time to watch Rook's chest explode. His scowl went slack, anger fading as his eyes grew distant and glassy. Rook slumped forward into Ben's arms, blood soaking both of them, warm and sticky and sluggish. Stunned, too shaken to think about moving, Ben could only stand there. He felt Rook puff against his neck and then he didn't breathe again.

With a wince, Ben dropped the body and stepped back. Rook hit the ground with a wet, hollow slap. The entire front of Ben's outfit was drenched in blood.

"What…" He trailed off, couldn't find the words to finish, and found his arms full again.

Energy hummed right up against his ear and Ben had to squint his eyes against the sudden brightness. He wrapped his arms automatically around whoever was hugging him but then realized that, even without seeing the person's face, he _knew _who it was. It was the familiar warmth rushing over him, the way something deep in his chest perked up with their closeness. Mana ran under his fingertips but, suddenly, all Ben felt was Gwen's weight in his arms.

He squeezed her back even tighter, letting out a noise worryingly close to a wheeze, and Gwen laughed. "_Ben_." She said his name like it was a prayer and pulled back, big pupilless eyes soaking him in with relief as she cupped his face. Her hands in her Anodite form were so hot that they almost burned but Ben didn't care. "_God, it's really you,_" Gwen muttered, awed and on the verge of tears. Her fingers ran along his jaw and down his neck and shoulders, tingling all the way, as though to reassure herself that he was real. "_I've been trying for days to get into contact with you, __but I was only able to connect to your subconscious when you fell asleep__. Your energy signature feels so weak. Are you alright? What happened?_"

Ben's expression twisted in confusion. He didn't push Gwen away, but he didn't pull her in, either. "I thought… You were with Kevin. And Rook…" Guiltily, Ben looked down, only to reach a startling discovery. Rook's body wasn't at their feet. The blood that had so thoroughly painted him was gone. And then, when Ben looked back up, it was to the sight of the ship around him fading. The color drained out, leaving everything white, then the depth disappeared entirely until he was standing with his cousin in a void.

She faced him with understanding, face drawn into a frown. "_It's okay, Ben. This isn't real. We're in your head,_" she explained.

Of course they were. Ben looked down at his hands, curling them into fists, and scowled. He remembered Murowa putting him to sleep, why hadn't he made the connection that none of it was real? It seemed so obvious once Gwen said it.

Suddenly, the world shook and cracked, fissures opening up in the white and spilling out into dark, inky blackness that looked like it went on forever. Ben stumbled, grabbing onto Gwen for support. She was floating, after all, and seemed to know more about whatever was happening than he did. Gwen's hands closed around his shoulders, hefting Ben up into the air with her. They had to hold onto each other but, honestly, after what he had been through Ben had never been so happy to be hugging his cousin.

"_Just now,_" she said, "_what were you thinking about, Ben? What did you do?_"

He blinked quizzically at her but knew better than to ask if Gwen was joking. He hesitated. "I just… I, um, I was thinking that I should have known this was a dream. I mean, I woke up remembering what happened when Murowa knocked me out, but I still believed what the dream-Rook was saying." He grimaced. Some of the things that Rook had said were…

Gwen lowered them to the "ground" carefully, watching for cracks and making sure it was safe before letting Ben put his full weight on the splintering floor. "_You need to stop doing that. Look around._" She gestured to their surroundings insistently. "_Murowa, she's the Nemuina, right? I knew that I sensed something invasive in here as soon as I made contact with your subconscious. You have to stop thinking negatively and doubting yourself. She's trying to squirm her way through the cracks, the natural defenses that our minds set up to protect us. All you're doing by letting her get to you is giving her a door._"

Mouth dry, Ben was a loss of words for a moment before managing, "What happens when she reaches the end?"

"_If she reaches the end,_" Gwen corrected him, "_there won't be much left of you for us to rescue._" Her expression hardened and she took his hand, squeezing it tightly. "_That's why I need you to listen to me. I'm going to get you out of this, Ben. We've come too far to give up on you now, so do me a favor and, as cheesy as it sounds, don't give up on yourself. I have Kevin and Rook with my physical body. We're rooting for you."_

Ben took a deep breath and let it out slowly. He gave Gwen's hand a responding squeeze and took hold of her other one, closing his eyes. "Say something like that again," he muttered, too ashamed of himself to speak any louder. "Tell me…" He licked his lips. "Tell me how proud you are. How… How amazing it's going to be once we get back to Earth."

He knew that it was a mistake to ask when Gwen's expression creased with pity. His breath caught and something inside of him snapped — around them, so did the void.

The resounding tremors sent Ben stumbling and there was a noise like shattering glass as the ground gave way beneath him. He reached for Gwen's hand and missed. Ben tumbled, down and down and down, into the smothering darkness. He could feel Gwen near him, the warmth of her mana keeping him from crying out, but Ben couldn't see her. The black became a blanket, softly killing even the faintest glimmer of a light.

He hit the ground with a thud that made his ribs ache and sent his head ringing. Ben groaned, twisting on the ground in pain. Above him was a brilliant night sky. Where was he?

Even as his vision spun, Gwen swam into focus. Framed against the sky, her astral projection seemed to glow even more violently. Waves of pink and magenta and white and black, like Ben could watch them dance and twist languidly forever. He wondered if that was an Anodite feature or just a result of their close relationship.

"_...n… Be…_" Gwen gave up on trying to speak to him and just grabbed Ben by the hands, pulling him up into a standing position. He didn't make it easy on her, but she could float, so his lack of cooperation wasn't much of a hindrance.

He mumbled tiredly, brushing his hair out of his eyes. It was sticking to his forehead, damp with sweat. How could he even sweat in a dream? Ben winced, looking around. Wherever they were, it was only sky, encompassing them on all sides. It was vaguely familiar but he couldn't remember where he had seen it before. "Gwen?" He blinked slowly in his cousin's direction — which was wherever the most amount of light was coming from. "Where are we? Can you, like, explain what the hell is going on before I lose it? Rook just exploded in my arms five minutes ago."

Gwen shot him an exasperated look that quickly faded when she took in his exhaustion. She lowered herself to be closer to his eye-level, setting a hand on Ben's shoulder while the other took hold of his crystallized hand. The feel of it made her frown, keeping her eyes focused on the limb as she swirled one hand idly over his palm and up his forearm, then back down again, repeating the pattern slowly. Her energy washed over him and Ben let out the breath that he hadn't realized he had been holding, relaxing almost without noticing.

"_I don't know where we are,_" she admitted. "_This is your head. Everywhere should be somewhere that you recognize. And you've been to space before, so… This must be one of your memories._" Gwen glanced around them, lips pursed unhappily. Perhaps she was only then noticing how empty and desolate their surroundings were. There were no ships or planets or other lifeforms for lightyears in any direction. "_As for what's happening… Well, Murowa is doing this, I think. I can feel her in here with us, but I can't really tell where or keep her out. It's not my head, after all. It's taking most of my energy to keep up a connection. This would be a lot easier if your body was closer, but we're working on it._" She wrapped her pulsating fingers around his stiff ones, squeezing tight even though Ben couldn't feel that hand. "_We aren't giving up on you, Ben. Not ever. You just have to hold on a little longer._"

Ben smiled wistfully, then grimaced as his thoughts went back to the scene on the Plumber ship. Before Gwen had shown up and blown a hole through dream-Rook, he had been saying quite a bit. And all of it, Ben had heard before. His own nagging self-doubt, for one, but also, while he was imprisoned by Murowa the first time. She had parroted a lot of those same ideas. Or, more aptly, Rook was the parrot in this case.

"I think that she's trying to get me to break," Ben said slowly. "It's like you said, she's trying to get her way through the cracks. She's doing it by trying to pry out my worst fears. So, if this is a memory, then..." He cast a look around them and paled. "_Oh, no_."

"What is it, Ben? What's wrong?" Gwen placed on hand on his cheek, trying to ground him, but it was too late.

As if triggered by his own recollection of the event, the scene around them jerked into motion. The cracks in reality stayed but, between them and around them and through them, different fissures opened up. Gaping, screaming voids that coiled almost delicately through the fabric of spacetime. From them, the dying shrieks of a quintillion lifeforms echoed and distorted. The sheer terror and misery was cutting. Each voice only had enough time to cry out before being swiftly and permanently silenced.

"_Disappointed?"_ Ben's voice broke through the deafening white noise, coming from nowhere. "_That's the universe! It's everything I know, it's everything there is!"_

"_Was,"_ Bellicus' voice corrected.

"_Technically,"_ Serena added.

The conversation didn't continue, the way that Ben's memory dictated it should. He fell to his knees, clutching his ears and clenching his eyes shut to block it out. Gwen's mana was burning, encompassing him like a cocoon as she hummed with concern. Focusing on that was what made Ben continue to take deep breaths. Even after the screaming had whittled away to nothing, long past the death of the last star and the absolute, all-surrounding darkness had caged them in to a single point, Ben didn't move until Gwen knelt in front of him and pulled him apart.

He wasn't crying. He refused to let himself give Murowa the satisfaction. Nonetheless, Gwen took one look at his face and almost seemed to regret touching Ben. Steadying herself, she cupped Ben's face and gazed at him sadly. "_Was that…?_" She started to ask but couldn't finish.

"I couldn't save it," Ben muttered. He looked away from her, ashamed. Of all people to see him at such a low state, why did it have to be Gwen? "The universe. I… I couldn't even remake it, this time. So many people _died_, Gwen. You heard them. _I _heard them." He couldn't help the way that his voice hitched, tight around how hard he was trying not to cry. "What kind of hero lets _everyone_ die?"

Gwen didn't seem to know how to respond to that. So she didn't. Instead, she shifted, wrapping her arms around Ben's neck loosely and pulling him into a hug. He automatically tucked his face against her shoulder, arms curling around her in turn. She rubbed gently at the small of his back, making shushing sounds against his hair. Gradually, the urge to cry faded. The world around them quivered and cracked, but didn't give out beneath them.

After a moment where they both tensed and held their breaths, Gwen pulled back. She opened her mouth to speak but Ben, already knowing what she would say, shook his head.

"I know all of that already. It doesn't help," he insisted. "I know that it wasn't my fault. I _know _I didn't have any other options. That doesn't undo it. That doesn't… keep me from wondering." He winced at the admission.

_So many what ifs…_

"_Ben, stop,_" Gwen said firmly. "_You don't have to turn back the clock and undo it. I saw the Celestialsapien trial. Just accept it. You made the best decision that you could with the information you had. You did what you thought was best. Dwelling on it, beating yourself up… That's not going to change anything. It just makes things worse._"

Even if he had wanted to reply, Ben didn't get the chance. The scene around them shifted, but not by much. Dirt unfurled from beneath where they were crouched, buildings springing up and then immediately collapsing as they began to smoke and char. Rubble wavered around them, wavey and faint, like a mirage. Ben ran his hand over a busted wooden support beam and passed right through it.

"What is…?" Ben glanced up and his breath caught. Stumbling out of Gwen's arms and to his feet, he made to move toward the scene in front of him but couldn't take more than a step before he paused. Did he really want to get any closer?

Of course, Gwen was right behind him. Her mana almost seemed to have a mind of its own, curling near Ben with a comforting warmth. One of the tendrils that acted as her hair looped loosely over Ben's good hand.

"_Is that… Kevin?_" Gwen didn't make a move to get closer to their friend. Maybe she, like Ben, felt the warning shift in the atmosphere.

It was Kevin, but it also wasn't. He was mutated, again, but not the amalgamated behemoth that Ben had seen on the space station with Rook. It was after he had touched the Ultimatrix, facing off against Aggregor at the Forge of Creation. The monster that was Kevin (or Kevin, who was the monster) was unconscious, chest rising and falling with shallow breathing.

Rocks shifted as a slight figure landed at Kevin's feet. Ben recognized himself, the silhouette of Ultimate Echo Echo, in a heartbeat. He froze. Subconsciously, he wrapped his hand around Gwen's mana trail and squeezed hard. It gave way under his fingertips, until it felt like Ben was plunging his hand into boiling water, but he didn't let up. Gwen barely seemed to notice. He didn't turn to see her reaction — he already knew what it was going to be.

As Ben watched, the memory of himself stared impassively at Kevin. At the time, he had been so glad for Echo Echo's flat voice and even flatter expression. Without that mask, he didn't think that he would be able to hold himself together.

A small speaker detached from Ultimate Echo Echo's body, hovering over Kevin's face. "_One more should do it," _Ben heard himself say. A promise, maybe. A reassurance, definitely.

There was a pause. Ben's recollection dictated that Gwen ought to come running in. She would yell at Ben to stop, beg him to walk away, insist that Kevin was still there and still their friend. The same way that she had for weeks. The way that Ben was expecting her to.

The slight twitch of Echo Echo's expression gave him away. Ben's breath caught. No, the way he had been _counting _on her to. In the scene, Echo Echo looked over his shoulders, corners of his mouth pulled down into a barely-visible frown. But no one came. No one stopped him. And that meant that Ben didn't have any more excuses.

"_I'm sorry," _Ben said, voice cracking, and pulled the trigger.

He squeezed his eyes shut, yanking away from Gwen and turning away. He couldn't bring his hands up fast enough to block out the sonic shriek of Echo Echo firing, or the wet splattering sound of Kevin's head imploding. _Quick and painless_. Just like he had promised.

"I almost did that," Ben whispered to himself. He crammed a fist in his mouth but it only aggravated the building urge to vomit. He gasped, suddenly unable to breathe. "I _would've _done that. I— I can't—!"

Was that Murowa's game? Line-up every possible outcome? Everything that Ben could have been? Everything that he _almost _was? He could handle it one-at-a-time. The usual nightmares kept it to one theme, usually nothing but a potent stab of fear and failure and _hatred _that had Ben waking up in a cold sweat or damp with tears. He could pretend that it was fine when it was one incident. But she was gluing them all together, like some perverse slideshow, and Gwen was right there to see it all and, oh God, _it was working_. He was losing it.

How pathetic could he get?

Everything shook, cracks forming with the deafening roar of millions of pieces of shattering glass. Ben almost fell through a hole that opened beneath his feet, but Gwen grabbed him by the wrists and once again yanked him up. It was only then that he realized that she had been shouting his name.

Even then, Ben didn't look at her. He was pulled level to his cousin, but he was suddenly taken by his arm. The Omnitrix was still gone, an indent in the crystal where it had been to signify that something was _missing_, but that wasn't what had his attention. The crystal was growing — painlessly, that time. It had inched up past Ben's elbow, immobilizing the bottom half of his left arm. It felt kind of nice, actually. Warm, like Gwen's mana.

"Huh," he finally said. "That's… not normal, I don't think. Even for one of my dreams." Ben grimaced at the way his voice came out. He had tried for a joke and couldn't even get that past his lips without his words catching in his throat.

There was a groan from Gwen and a burst of light, her frustration reaching a boiling point. "_Ben_," she snapped, "_you're making this worse! She's trying to get under your skin and you're letting her!_" She grabbed him by the chin to force Ben to look at her. They stared at each other for a long moment before Gwen deflated. "_Ben, are you… okay?_"

He swallowed thickly, looking away. It didn't feel like she was asking a standard question, the way that most people meant it when they asked. "I don't know," he muttered. "I… I thought I was, but now I just… what's wrong with me, Gwen? All of this stuff is old news. I should be over it, shouldn't I? I'm just beating myself up for things that I can't do anything about and getting worked up over nothing."

Gwen didn't say anything. She must have been able to sense that the usual words of comfort wouldn't mean a lot. The typical "_it's okay to be sad"_ or "_it's not nothing"_ or "_you can talk to me about it" _that were paraded around as fix-it-alls in every movie or show or book, the most shallow attempts to try and connect to an audience or make the characters feel like people. Ben didn't want to hear it. He had gotten those responses before and didn't have the energy to tolerate them.

Instead, Gwen set a hand on Ben's left arm. "_The crystal feels cold._"

He hummed in faint interest, rotating his arm as well he could so that Gwen could get a good look. "Does it? It feels warm to me."

For some reason, that made Gwen's frown deepen. "_Is this a real injury, Ben? Something that you have in the real world?_" She saw the look on his face and smiled politely. "_I'm sorry. I know it's hard, but can you just tell me?_"

Ben pressed his lips into a thin line before giving in with a heavy sigh. "Yeah, it's… I don't know, genetic damage, maybe? Murowa was using the DNA duplicating that the Omnitrix does and just having it run continuously. She was sucking that energy out, but it was leaking into me I think. So now my arm is crystallized." He ran his thumb over the grove where the Omnitrix was supposed to be. It was weird that it wasn't there. He had assumed that it would come back when that scene with dream-Rook ended. "I don't know where it is. Maybe it just doesn't render in my head."

To his surprise, Gwen was quick to shake her head. She let her hand fall away. "_No, that's not how dreams work. I think that Murowa stole it._"

There was a moment where Ben was upset, but then he paused. "Uh, okay." He blinked. "I'm asleep, right? Does it even matter if she has my dream Omnitrix? She can keep it. I'd rather just get out of here before something else happens."

As if reacting to his words — or because of them — more cracks formed.

"_No, you're thinking about this too literally_," Gwen said with a shake of the head. "_The Omnitrix is symbolic. Why do you think the world is crumbling and you're turning to crystal every time you start blaming yourself for what's happened?_"

The answer seemed like it should have been obvious but, to be honest, Ben was having trouble puzzling that one out. Why did he care? His head hurt. He wanted to sleep.

But Gwen was still looking at him expectantly so, with a sigh, Ben decided to try for an answer. "I don't know, uh… She's trying to hurt me, right? So I'm guessing that none of this is good and that the Omnitrix is…" He trailed off. A film had dropped over his thoughts, muffling everything into a meaningless buzz.

"_Important_." His sentence was finished by Gwen, though she didn't look happy about it. Her face kept sliding in and out of focus, getting fuzzier the harder that Ben tried to make out the details. He was surprised, then, when Gwen set her hands on either side of his face. "_Murowa is here_," she whispered. "_Ben, can you do me a favor and focus on my hands? I know it's going to feel really hard, but I need you to put your hands over mine. Yes, even your crystallized one. Just focus on me. Only me._"

The world was changing around them again. Ben's gaze darted around, taking in the dark lighting and purple, insect-like architecture. His mind filled in the blanks: _the Highbreed Supreme council chamber. _He swallowed hard but managed to resist the urge to pull away from Gwen. Instead, he stared hard at her burning eyes and set his right hand over hers.

"_And the other hand, Ben_," she whispered. "_I know it's crystal, I know. Don't think about it. This is a dream. If you have the willpower, you can do it_."

It was easier, somehow, for Ben to focus just on moving his hand rather than what Gwen was telling him or what was happening around him. He already knew that he wasn't going to like what existed beyond their little warm bubble so he ignored it. As tempting as it was to close his eyes, he forced them to stay open.

Gwen was saying something again — his name, probably, but Ben's arm felt like it was made of lead and only getting heavier. Her expression creased with worry, her grip on him tightening, and he could have sworn that he felt his fingers twitch. But raising his arm, no. She had to be crazy, asking that much of him. Ben was already so tired. It was his head. Surely, there was no harm in sleeping for a little bit?

She shouted something, looking somewhere over Ben's shoulder, and then he was tossed to the ground. He caught himself on his crystal hand, surprised by the sharp pain that jolted up through his arm and down his spine. It didn't feel warm anymore — it was ice cold.

There was a blur in the corner of his vision and Ben looked up in time to see Murowa launch herself at Gwen. Ordinarily, he wouldn't have been worried for his cousin, but something tickled the back of his mind. How Gwen had mentioned that it took most of her concentration just to keep up their connection. And if she used too much of that power, then…

Ben clenched his jaw in frustration. No. He had already talked Kevin down from his power-mad high and he didn't need to do the same for Gwen.

He got to his feet, wobbling like the ground was shaking even though it wasn't. He blinked hard at the fight in front of him, hoping to clear his vision somewhat. It didn't help. Ben saw Murowa sink her teeth into one of Gwen's mana tendrils, saw his cousin losing her footing in her efforts to keep Murowa off of her. His mind flashed to Popigai, squirming beneath Argyle's boot in his final moments, and that should have been what motivated him forward.

It almost did. Ben had taken a step when, suddenly, the scene around them started to change and Murowa completely forgot about Gwen mid-swipe. She turned to look at Ben and his breath caught in his throat.

There was the Omnitrix. Her right eye was glimmering an electric green, Ben's watch embedded in her socket. If it was painful, she gave no indication of it. She looked _fucking delighted_ to see Ben and that was the only incentive that he needed to take a subconscious step backward.

"Ben!" She trilled. "How nice of you to finally join— _ugh_!" Murowa was cut off when Gwen lashed out with a mana construct, sending her flying.

As relieved as Ben was, it didn't last long. She didn't have to fly back — the world in front of Ben's eyes warped and Murowa was suddenly there again. He instinctively recoiled from her proximity, stumbling back, but the glint in her eyes said that it wasn't Ben she wanted.

Of course, Gwen came swinging forward. And as soon as she did, Murowa grabbed her by the throat. Or, more aptly, she _tried _to.

Without thinking about it, Ben had moved, and there he was with his arm up to block her and a scowl on his face. He had managed to move his crystal arm, just like Gwen had asked him to. It sent spikes of agony up his body each time he so much as twitched, but Ben clenched his jaw, made a fist, and socked Murowa hard in the jaw.

That time, when she went flying, it was with surprise in her eyes. She didn't come back.

Somehow, though, Ben got the feeling that she wouldn't be gone for very long. He turned to Gwen and wiggled his crystallized fingers with a wince and a shaky smile. Next to them, the memory of Popigai's death had played out so that Tetrax and Conway died, too. Ben did his best to ignore it, knowing that the what ifs would only bring Murowa back faster. He needed a minute to process now that he didn't feel on the verge of passing out again.

"_You did it!_" Gwen threw her arms around Ben's neck and squeezed hard. "_Oh, Ben, I knew you could. You're always pushing yourself, always doing the best that you can—_" She pulled back, holding Ben at arm's length, and managed a smile of her own. If Anodite could cry, she probably would have been. "_Do you know what this means?_"

He shook his head slowly. "Not in the slightest. You're way overdue for an explanation, cuz. Why don't we start with how you got here, because I'm still confused on that. Then what's happening and why it's happening. Because Murowa has the Omnitrix in her eye and I get the feeling that that's going to be a problem."

Gwen smiled, even managed a laugh, but it was quick to fade. She glanced at the bodies laying in the hallway next to them, then back to Ben, as though seeing him for the first time. "_You were fading_," she said quietly, almost speaking to herself.

Confused, Ben frowned. "What? You mean, like, a minute ago? Yeah, I wasn't sure what that was about."

"_It's hard to explain_." She shifted, mouth pursed. Ben wasn't sure if Anodite had tongues or not but, if they did, he knew that Gwen would be worrying it against the inside of her cheek the way that she did when she was thinking hard. "_I can't really say that it's your life force. There's no way for Murowa to kill you in your head alone. Nemuinas feed on the energy of people they lull under their control. The more control, the easier it is for them to feed. The drawback is that they can only take so much until their control starts to wane and leaves them vulnerable. There's no benefit to killing your food source, so you don't need to worry about that._"

Ben nodded slowly to pretend that he was following. "And you know that _how_, exactly?"

One of her hands was lifted so that Gwen could give a flippant flick of the wrist before it was set back on his shoulder. "_Kevin is flying our ship and Rook is alternating between being angry at the Plumbers and being angry at himself, so I took it upon myself to read up on Nemuinas and Petrosapiens. Just in case. It was either that or start tearing my hair out._" Her smile faded and her expression grew severe. "_Ben, just because she can't kill you doesn't mean that this isn't hurting you. There's a reason that Nemuina are so feared across the galaxy. They've been known to show people things that they never recover from. Some are left unable to do more than breathe and suck nutrients through an IV. I'm not an expert on dream studies yet, but if I had to guess…_" Gwen gestured around them at the splintering world. "_That's your subconscious she's tearing at. The arm must symbolize your consciousness — the part of yourself that you have to think about. And the Omnitrix is our ticket out of here. Or, yours, anyway. But I'm not leaving until I know you'll be alright._"

None of that sounded good. Ben looked at their surroundings, watching the hallway of the satellite fade into… the interior of a restaurant, it looked like. He frowned. He didn't have any bad memories associated with eating out. Was Murowa doing this or was his brain?

"Okay. That sounds doable," Ben settled on finally. He gave Gwen the best grin that he could muster. "It'll be me and you. Kind of like old times, right?"

She smiled, more earnest that time, before assessing their new surroundings like he was. "_I don't sense Murowa interfering. I think that this is something you're doing. Is this location important to you, Ben? Your subconscious chose to retreat here for a reason._"

He started to tell her that, no, it wasn't familiar and they had more important things to be worried about anyway, but the words caught in his throat. Ben _did _recognize where they were.

It was Mr. Smoothies. Not the silly, mint-green and bubblegum-pink one that he had been forced to grow familiar with. No, it was the _original_. The one that Ben had grown up with his whole life. He hadn't seen it in over a year, not since he…

He swallowed hard. Not since he recreated the universe. Not since he got it _wrong_.

Shaking, he pulled away from Gwen and set his hand on one of the plastic booth seats. It was solid underneath his touch, unyielding despite every other memory he had been in. And Ben knew why. Or, at least, he thought that he did. It wasn't because he loved smoothies that much. This place was reliable and familiar.

It was safe.

He turned back to Gwen, averting his eyes. "Never seen this place before." Ben shrugged and shoved his hands into his pockets, because that would be easier than trying to explain the sick feeling in his stomach. "Anyway, we should talk about Murowa. This is my head, right? And if she's trying to hurt me…" He grimaced. "I think I know where we can find her."

* * *

**A/N: Special thanks to xcatxgirlx on Tumblr for indirectly inspiring this chapter as well as the next one! Months ago she made a post about Ben and the Omnitrix that really resonated with me — it completely reshaped this chapter and I think that this result is miles better.**

**Chapter Thirty-Eight: **_**Death by a Thousand Cuts**_


	42. Death By a Thousand Cuts

Outside of what Ben considered to be his "refuge," there was a cluster of what he was pretty sure were memories. It was kind of interesting, actually. Walls and doors and windows existed where they shouldn't, each of them giving way to a snap-shot from days that Ben could barely remember. And sometimes the cycling clips or single pictures floated around their heads, untethered, and were tingly and faint when Ben tried to run his hands through them. Each one, regardless of how the memory presented itself, sparked something in the back of his mind when he made contact.

Gwen kept him from wandering into them too deeply, but the thoughts remained. He touched a door handle as they walked and there was his first day of soccer practice when he was in highschool. Running his fingers along a blurry window pane summoned Christmas Eve when he was six, one of the few times it had ever snowed in Bellwood. Looping around his head, Ben brushed one of the wispy pictures and got an out-of-focus and muffled view of his mom looming over him, cooing at him in his crib. Things that Ben hadn't realized he'd forgotten became clearer and he thought that he could spend days just reliving them.

"_Where do you think Murowa is going to be?_" Gwen asked, breaking Ben from his thoughts. All for the better, though. It was his head, which meant that he would be the most easily distracted. Or, that was his theory, anyway. "_You can go fully into these memories, you know. Not that you can interact with any of them, but… they could make good hiding spots, don't you think?_"

Ben stopped walking, glancing over his shoulder. The old Mr. Smoothies had disappeared, swallowed up by the thick mist that coaxed him. He frowned. "Yeah, definitely. But don't worry about it. I know where she is." He gestured for Gwen to follow and kept walking.

"_What do you mean? Where?_" Gwen huffed, batting at a faint image that swam in front of her face. He wasn't sure if she saw any of the memories the same way that he did, but Ben wasn't about to ask. "_And how are we supposed to find anything in here? It's a mess. Nothing in here is organized, Ben._"

He rolled his eyes good-naturedly. "Yeah, okay. I'll take care of that next time I do spring cleaning, _mom_. Just relax. I know where everything is. It's… _organized chaos_."

Hopefully, Gwen didn't ask _how _he knew where everything was, because Ben had no idea. All he could say was that he had something of a map in his head and nothing that they ran into surprised him. His feet knew where they were going, even if his head didn't.

"_Uh-huh_." Gwen hummed skeptically. She put on a little burst of speed to hover next to Ben instead of behind him and, when she spoke again, there was a seriousness in her voice that made his smile fall. "_Ben. Where is Murowa?_"

Inwardly, Ben sighed. He had hoped that she wouldn't force him to tell, but after all that Gwen was dealing with to be next to him, she deserved at least the truth. "Like you said." His mouth felt dry and his tongue was heavy. "She's hiding in my memories. In the… the painful ones. Back there." Ben pointed ahead of them, to where the mist was the thickest and the ever-present light was dimmer.

He wasn't looking at her, so he didn't see what sort of face Gwen made, but Ben heard her hesitance. "_The… painful ones?_" She repeated.

Swallowing his discomfort, Ben forced himself to nod. "Yeah. I, uh, keep them back there. In that… general direction." He waved a hand toward it absently. "Do we really have to talk about this right now, Gwen?"

She made a noise of frustration, settling a hand on his shoulder. "_Yes, Ben. We need to talk about this._" But she took a deep breath and, though he still refused to look at her, her next words were softer. "_I'm sorry. I didn't… I knew that there were things you kept to yourself, of course, but I didn't want to hear about them like this. I never wanted to be in a situation where you… where something forced your hand._" Gently, Gwen cupped his face, tilting Ben's head up until they locked eyes. There was a sad smile tugging on her lips. "_Whatever is back there, I don't want you to feel ashamed or believe that I'll think less of you for any of it._"

Ben managed a tight smile in return. "Gwen, it's…" Fine? Okay? Alright? None of those were true. The honest answer was that Ben was dreading the thought of taking Gwen back there. He knew that he needed her help, her warmth to keep him aware, but that didn't mean that he liked it. Instead, he swallowed hard and sighed, shifting gears. "Just don't try talking about any of it while we're in there. This is all in the past, okay? I… I'm not saying that I _want _to talk about it, but we should definitely save that until we're back on Earth. And, really, I doubt that I ever _would _talk about this stuff if I wasn't forced to," he admitted with a grimace. "So if I'm going to be forced into it, I'm… glad that you're the one here with me."

They stared at each other for a moment. Ben had no idea if Anodites were capable of crying, but it looked like Gwen was trying. In the end, she said nothing and slipped her arms around his neck, giving Ben a tight hug that lasted far longer than it should have. They were short on time, it was urgent, but… Ben sighed gratefully, squeezing her back just as hard. Her mana body was palpable under him, not at all like the firmness of a human form, and instead of the scent of the strawberry conditioner she had been using since she was twelve, Ben got the buzzing of her warmth in his core. But it was still Gwen — and he was so glad to have her.

"Alright." Ben was the one to break the hug, begrudging though he was to pull away. "Let's go. The sooner we get in there, the sooner we get out."

Gwen said nothing. She took his hand, gave a squeeze, and that was answer enough.

Gripping her hand like a lifeline, Ben quickened his pace. Their destination never seemed to get any closer but, after a few minutes of silent walking, they had suddenly arrived. There was a sharp line between the good memories and the bad ones, where the mist seemed to hit a glass wall and become twice as thick on the other side. Ben stopped before he could cross the border, squinting in an attempt to peer ahead of them, but he couldn't see more than ten feet beyond. From his current position, he couldn't see any of the "painful" memories at all. There were no doors or windows or playful flickers. Behind the mist, there was nothing but inky blackness.

Hesitating, he gave Gwen a questioning look. Her only response was to shrug, so Ben reached forward and put his free hand over the barrier. It didn't feel menacing or worrisome, just cold. Sort of like he had stuck his hand into a cooler. The mist twisted around his fingers like it was attempting to weave as tightly to him as possible, but Ben felt nothing and it didn't try to cross the imaginary barrier.

It almost made him laugh. Had he really locked everything up that tightly?

"Well, there's no time like the present," Ben muttered. He gave Gwen a tug as he stepped forward and she plunged into the chill with him.

Immediately, the memories that Ben hadn't been able to see before were revealed to him. Images stretched to the horizon in every direction. It made Ben's head spin. He hadn't realized that there were so many things that he wanted — no, _needed _— to forget.

The window closest to them started to play, Ben's voice echoing through the dim. He chose not to listen to it, clenching his jaw and pulling Gwen along behind him. Unlike the other memories, these ones apparently didn't give him the option to block them out. The barrier had been Ben's only warning and he had come in anyway. He was only slightly comforted by the knowledge that he _knew _where Murowa would be, so he didn't need to pay attention to the other memories. That didn't make them any easier to ignore.

His eyes were drawn toward one against his better judgment. _There he was, ten-years-old and small and battered and hopeless. He was on his knees, the cold of the ground leeching in through his pants and numbing his legs. He didn't care. The Florauna had gotten what they wanted and, with the Omnitrix still glowing orange at his wrist, all Ben could think about was Gwen. She had died. For him. Outloud, he said, very softly, "It should've been me." And he had never been more certain of anything in his life._

That time, Ben didn't have to wonder if Gwen saw the memories with the same intensity that he did. He heard her intake of breath, felt her grip on his hand turn crushing, and knew. He never wanted her to know these things, was content to pretend that they didn't exist, but apparently his luck had run out.

He hadn't been lying earlier. If he wasn't forced to, Ben would never let anyone know. The memories were locked away for a reason.

Ben picked up his pace, but it didn't matter. He was hit with another despite how he tried to block it out. _Kevin was a monster, but he was also twelve-years-old. At eleven, Ben clutched at his hands tighter than he'd ever held anything, but it did no good. The screaming portal of the Null Void wrenched Kevin back inside and Ben would have guilt-infused nightmares for months after. He should have done better. He should have tried harder. He shouldn't have _failed_, but then his thoughts would skip to Feedback and, with a wince, Ben would get the sharp reminder that he couldn't do anything else anymore._

It would have been easier if Gwen was quiet and hurrying but, instead, she slowed and muttered, _"Ben, you never told me that you felt that way about Kevin back then."_

And she sounded surprised, so much so that Ben almost laughed. What had she expected? For him to carry on, life as usual, knowing that he'd once again failed someone that he so desperately wanted as a friend? He thought about snapping at her for it, but no. That would be a waste of time when all Ben wanted was to be done with it. He pulled at her hand until she resumed the same pace they'd had before.

He wasn't surprised when the next memory hit like a wave. _It had become too much. What had started with Phil and Feedback and Kevin had become a downward spiral that Ben saw no way out of. He hated the Omnitrix, he hated attempting hero work, and most of all, he hated himself. "Take it," he begged Azmuth, on his knees in front of the Galvan with his left arm outstretched. He was barely twelve, but Grandpa had brought him anyway when he asked. He was in the other room to give them privacy, resigned to the choice that Ben was making. "I can't handle it anymore," he choked out, swallowing tears. The Omnitrix glinted innocently at his wrist. Azmuth's aged face relaxed into a pitying look. He nodded. At that moment, Ben knew that he had been understood, and that it was over._

By that point, Ben was running. He didn't care anymore. Gwen was trying to get his attention, but she didn't stop him, and for that, at least, he was grateful. All he knew was that he needed as much space between him and those memories as possible. Running didn't change anything for him.

_He was thirteen and without the Omnitrix, but there was a man in an alley getting mugged. Mom hadn't been able to pick him up from school, so Ben had walked, when he saw another man pull a knife. He hadn't stopped to think, he'd just darted into the alley and smacked his bare wrist. For his trouble, he got a fist to the gut and a split lip from falling on his face. He told his parents that he tripped and they never needed to know about the bruise on his stomach that throbbed for a week. It made him sick. When would he be done playing the hero?_

_It was barely a few weeks after Ben's fourteenth birthday. Crouched in the hallway at just past midnight, he listened to his parents arguing. About him, of course, as it had been for a while. His grades were slipping, nothing higher than a C, and he had no hobbies or extracurriculars going for him. His mom was so worried, asking over and over what they could expect Ben to do with his future, and his dad never had an answer. It was a week later that Ben decided to try his hand at playing soccer. He hated it, at first, but it gave his parents something to be proud of. It had been a while since he had done that for them. _

_There he was, fifteen, with the Omnitrix at his wrist once again. It didn't matter. He was still a failure. He lost Grandpa Max anyway, watched him go up in an explosion that shook the Earth and was helpless to do anything to stop it. And, later, Grandpa would reveal himself to be alive, but that never stopped Ben from thinking about it. What if he hadn't gotten lucky? What if Grandpa had survived the explosion just to die in the Null Void? What if Ben hadn't been able to manage with him gone? The what ifs and paranoia staved off sleep for years, as if everything else didn't already contribute to that. _

_At sixteen, a wave of red-tinted light hit him like a bus. It hurt to swallow the scream of pain, but he managed, choking on his agony. For the split-second that it took to erase him from existence, he cursed Paradox, cursed the Omnitrix, cursed being the Prime Ben, cursed the universe and everything in it. He shot a look over his shoulder at the other version of him, innocent and wide-eyed and terrified. Ben had been that way, once. He subtly decoupled the Omnitrix and hoped that this version of him wasn't such a failure. "It's just a gadget! Be the hero!" Because, clearly, it wasn't Ben. And then there was blackness. _

_But, finally — _finally — _Ben was seventeen. He was strapped down to an examination table, manacles at his wrists and ankles and waist. He was gagged and had a throbbing headache, but all that he could think about was everyone he had left behind. Was Rook alright? Had he been kidnapped too? Ben could handle it. He had gone through it before. He didn't want Rook to be captured too but, worse, Ben didn't want to be _alone _either. But objects couldn't feel alone. The word "it" pounded through his head. As much as he fought it, some small part of him liked the freedom that came with no longer caring. Objects couldn't be failures. _

The crystal on Ben's arm had crept up to his shoulder, chilling the left side of his torso like it had been dunked in ice. He didn't care.

There was Murowa, in the room where Ben had been kept prisoner, right where he knew she would be. He couldn't see her, but he knew the memory when he saw it. There was an uncomfortable churning in his gut when he gazed upon the snapshot of his empty cell that told him something about that memory was _wrong_. Tainted, by something beyond what his own head could have done.

Out of the marathon through the not-so-happy past, Ben dropped Gwen's hand. He didn't feel out of breath, despite how he had been sprinting. He felt like he had enough energy to run forever.

"Here. It's this one," Ben announced, pointing to the image in question. It was a small one, floating lazily above their heads without a door or window to serve as an anchor point. That was fine, though. Something told Ben that he could find a way inside of it regardless of how it was held.

Gwen set a hand on his shoulder and Ben grimaced. He didn't turn to look at her, but that didn't deter her. "_We need to talk about what I saw in there_," she said in that tone that meant there was no point in arguing. "_Based on the state of this place, you've kept all of that locked up for a while. Ben…_" She hesitated. "_...did I do something to make you think that you can't come to me? That you can't trust me?_"

That time, Ben actually did wince. He couldn't answer that. Really, he couldn't — Ben didn't know the answer. He just knew that he was supposed to be the hero. And heroes could handle anything. Everything in Ben's bad memories was nothing but an occupational hazard. He didn't know why Gwen was so insistent that he talked about it, or why it was supposed to be considered "traumatic." He didn't need medication or a therapist. Ben had handled everything else thrown at him over the years. He could tolerate some bad experiences.

To Gwen, he said, "I get that you're just worried about me, but this is _literally _the worst possible time to bring this up. You promised that you would keep this to yourself until we got out of here." Ben pointedly shrugged her hand off of his shoulder. He still refused to turn to her. "Are you with me or not?"

There was silence for a moment, but then Gwen sighed. She didn't touch him again, though the mana tendrils of her hair curled closer and Ben automatically relaxed as he felt the warmth. "_Always_," she muttered, and it sounded like an oath instead of a confirmation.

Surprised, Ben finally twisted around to look at her. Gwen's only response was a grim, thin-lipped smile. He managed to return it. "Alright. Then let's do this."

Taking a deep breath, Ben grabbed the image that called to him. Instead of passing his fingers through it, he willed himself deeper and watched his hand sink into the surface, rippling like water. Gwen didn't need an invitation. She did the same thing next to him and, together, they pushed their way into the memory. It felt like pushing against plastic wrap, but eventually, the barrier broke and both of them stumbled right into it. Though, in Ben's opinion, it wasn't much of a memory.

It was a snap-shot, a single instant in time where he had seen the room for the first time and it was still empty and unthreatening. The white walls rose high above his head, the examination table innocently placed in the center of the room. Even the desks next to it were empty. It would take Murowa a few days to cover the surface with her research.

Speaking of which…

"Must we always do this the hard way, Ben?" Murowa's voice echoed from nowhere. "Why don't I cut you a deal? Have your little Anodite friend leave and we can settle this on our own terms. I know you want it gone just as badly as I do."

And, like she knew it would, the word "it" made Ben wince. Hearing it in reference to himself was bad enough, but to hear it being said about his cousin? His hands curled into fists and Ben was itching to hit the Omnitrix. He wished that it was on his wrist. "You don't know anything about me!" He snapped back at nothing. His eyes roamed the room for any sign of Murowa, but Ben didn't see her. To Gwen, he muttered, "Can you sense her nearby?"

Faintly, Ben saw her white eyes glowing a harsh magenta, but then Gwen frowned and shook her head. "_Not well enough to pinpoint her location,_" she admitted. "_It's different inside of the consciousness. Nemuinas have too much control here._"

Of course they did. Ben grimaced. He rarely used Pesky Dust, and now he regretted it. Whenever he was in someone's mind, it never worked the way that it was now. But why?

Deep down, Ben knew the answer. He refused to admit it to himself.

He almost got an idea, but before any sort of strategy could finalize in his head, a flicker of movement caught his attention. Ben went tense, biting down a shout of Gwen's name as he yanked her out of the way in time for a burst of energy to cut through where she had been standing. The air sizzled from the heat and, on edge, Ben frantically searched the room for Murowa. It was a smooth cylinder — there shouldn't have been anywhere for her to hide.

"Why is she going for you, Gwen?" Ben asked. He fell against his cousin naturally, pressed back-to-back, both of them readily poised for a fight. There was another burst of energy at Gwen from the side that she blocked with a mana shield, giving a grunt of effort. "Did you do something to piss her off while I was out of it? And here I thought _I_ was Murowa's target. I'm a little jealous."

Gwen said nothing at first, but Ben could feel her smirk. "_I invited myself in. She can't remove me because all of her control still doesn't change the fact that this isn't her head. And as long as I'm here, I'm giving you the energy you need to fight her. Of course she wants me gone. You would probably be absorbed into her little illusions by now if it weren't for my mana._"

That hadn't been the answer that Ben was expecting. He faltered, shooting Gwen a surprised look. "I didn't know that you could do that."

She returned his questioning stare with a half-shrug and a smile. "_It's because of how similar our mana is. We're family, Ben. I won't—_" She cut herself off, twisting around to shove him to the ground with a shout of, "_Look out!_" Ben hit the floor with a grunt, feeling the air ripple with heat above his head as an energy beam shot out of nowhere and struck Gwen in the chest.

To his horror, her form began to flicker in and out of visibility. Stumbling to her feet, Gwen pawed at her chest, where a gaping hole carved out clear to the other side. Their eyes locked, but that was the only warning that Ben got before Gwen's body shimmered and disappeared.

The cold was biting. Ben felt something jab his neck and didn't need to look in order to know that the crystals had once again grown. His entire left arm was dead. Before, Gwen had been trying to get him to move it, but Ben couldn't remember why. It seemed pretty clear to him that the exercise was pointless.

And growing more pointless by the second, it seemed.

Behind him came the fluttering of fairy wings. Ben didn't bother to turn. He stared blankly at where Gwen had been a moment ago. Logically, he knew that she was fine. It was just a projection of her energy that had been destroyed. That didn't change anything, though. She was gone, probably worried sick about him and weakened, thanks to the waste of energy that coming after him had been. And it was all Ben's—

No. It was all _Murowa's _fault.

He clenched his jaw, forcing his thoughts to stay grounded. "You're good," Ben muttered as he finally got to his feet. "I never once noticed you putting thoughts in my head. How long have you been doing that for?"

Murowa giggled. She flew in slow circles around Ben's head, making no move to touch him, her Omnitrix eye glinting proudly. "Since I first captured you, naturally. What gave it away?"

Ben shook his head slowly. Now that he was aware of it, he could _feel _her influence. Little threads of thought, planted specifically for him to trip upon it and come to the reasonable conclusion that they were his own. It felt like Ben had cobwebs in his head. He was never normally so moody and angry and miserable, but if that was her plan all along — to wear him down to nothing — then she was doing a better job than Ben had given her credit for. He glanced at his peranite arm. _Of course _that was her plan. It was so simple that he hadn't recognized it as a plan. Simple enough that it had gone right under his radar.

So spectacularly simple that it had almost worked.

It took a physical effort to shove her influence out of the way. Ben strained for a moment, then straightened his spine to glare at her. "I know how I think," he muttered. "You hurt Gwen. My first thought would never be blaming myself. My first thought is always finding out who did the hurting and making that person _pay_."

There was a dangerous gleam in Murowa's eye, not that it kept her from grinning. "And how do you plan to do that, Tennyson? Look around." She gestured widely at their surroundings. "You can't hurt me. This is my _specialty_. I control everything in here. And that includes _you_."

A smirk came to Ben's face. That was what solidified his thoughts: what made him know that he was going to win.

"You're always so overconfident," Ben shot back. "If you controlled me, we wouldn't even be having this conversation. But you, Argyle, Diavik — that's what all three of you have in common, isn't it? You had nothing and all you've ever known is struggling and clawing for control. For power. You've lied, cheated, stolen, killed. All so you can stand here and lose to me." He grinned. "Or am I reading this wrong?"

He had never seen Murowa so furious. She was humming like an angry hornet, gnashing her teeth in frustration. Her claws swiped forward and Ben automatically took a step back to avoid getting hit. "_You don't know a thing about me!_" She shrieked.

At the last moment, Ben grabbed his crystalized wrist and hefted his arm up to use as a shield. Murowa's claws scraped against the peranite with an awful, ear-grating screech. Ben didn't feel any pain, but when he looked down at his arm, blood was oozing in uneven lines from three ragged slashes.

"I know enough," Ben continued. Even as he talked, Murowa was trying to hit him, but he side-stepped and ducked, weaving with an elegance that he didn't know he had. "I knew that I would find you here. Even when you think you have control of everything in my head, you come to a place that makes you feel safe and powerful. Gwen kept telling me to stop taking things literally and I've finally figured out what I need to do." Abruptly, Ben stopped moving. He used his good hand to hold up his peranite arm, still dribbling blood onto the floor with no sign of stopping. "This is what you're trying to do to me. And it's working. But, if I can get the Omnitrix, I win. I get my head back and you're forced to leave."

For the moment, Murowa had finally decided to stop advancing. She hovered there with her arms folded over her chest, unamused. "Really?" She arched her brow bone. "Are you sure about that? I would hate for you to be wrong, Ben. All of that bravado and nothing substantial to back it up."

"You're forgetting something." Ben flexed his hand into a fist — not his human hand, but the crystallized one. His movements were delayed and jerky, but there nonetheless. Murowa blinked in surprise. There was only one way that she could have forced Gwen to leave. "I've been your species before. I know _exactly _how to turn this around. Because we're not just messing with _my _head, right?"

Her eyes widened, and that was what made Ben smirk. Murowa said nothing to him. For the first time since they had met, real fear flashed across her eyes and instead of a snarky response, she threw herself at him. Ben didn't even try to dodge. He held his crystallized arm up and caught her with ease. Unlike before, when she had been able to cut him, Murowa dug her claws in and was only rewarded with the ear-splitting noise of dragging her nails uselessly across crystal.

"Stop!" She snapped, trying to make it sound like a demand. "You can't do this to me! This is _my _domain!"

Ben shook his head. He didn't see Gwen anywhere, but he felt her. Warmth curled in his chest, settling against what he could only describe as his soul. Even weakened and unable to materialize, Gwen wasn't about to let him do this alone. The thought made Ben smile. "No. It's mine — it's always been mine. And you've overstayed your welcome."

His arm tingled as the peranite growth began to recede. Even as Murowa grew more and more frantic, spitting curses on his name, her claws scraped against his skin to no effect. The cut from before became smooth, unblemished skin. And there, positioned on his wrist, was the Omnitrix. The crystal sank into it and the red power-off mode that had haunted Ben in the real world was replaced by the chime of a successful recharge as it glowed green.

Immediately, Murowa let go of him. She jolted back several steps, reached up to feel her eye. The Omnitrix that she had stolen was still there, but as her fingers couched it, the faceplate cracked and the glow faded, becoming an ashen grey. It fell right out, core and all, leaving Murowa staring at him with one empty, smooth socket. Fear and anger battled for center stage on her face but, eventually, anger won out.

"I see now," she hissed, looking around. "We're not in your head anymore, Tennyson. How did you manage that?"

He didn't bother to answer. Murowa knew damn well how her own abilities worked and Ben, with his limited understanding based on what he remembered from his few times being a Nemuina, wasn't in a position to explain to her something that she already knew. She just didn't want to admit to herself what had happened. Her control had slipped not because of anything Ben had done, but because she had allowed it. That was the trade-off with Nemuinas — they could scramble someone's brain to mush from the inside-out, but if they let their resolve slip, the tables could just as easily be flipped. Every feeding was a struggle. No wonder, then, that Murowa preferred her walking-world hallucinations: even if it didn't benefit her, it was the only method of controlling someone that didn't put herself at risk.

"You don't want to hurt me," was all Ben said. Murowa's expression flickered with an emotion that he couldn't name, confirming what he had claimed. "At least, not as badly as you keep saying you do. Otherwise, we wouldn't be here."

"_Here"_ being Murowa's head. Her control was slipping through her fingers like water.

She shook her head vehemently, snarling like a cornered animal. "_No! _I'm going to tear you apart, Tennyson! For Diavik! For— For…" Murowa didn't finish.

With a shrug, Ben reached for the Omnitrix. "And you can't take this away from me, either. I finally figured it out. No matter what you've been saying, it was _never _the Omnitrix that made me a hero." Ben smiled. "I would have found a way to be great without it. I have before and I always will. What it represents is a part of me — it's something that you can't just take away."

"No," Murowa repeated weakly. Her anger was fading and she stared into his eyes as though seeing Ben for the first time. "No, this isn't what I… you can't—!"

He didn't let her finish. Ben popped the Omnitrix core up and slammed it back down without making a selection. The sensation of a painless transformation washing over him felt indescribably good. His bones dissolved, his skin turning soft and gelatinous. Tendrils grew from his back to match his formless legs and arms. Instead of collapsing, Ben found himself floating as his body turned white and blue.

Being AmpFibian inside of someone's head, he was immediately struck by the sheer amount of _electricity _surrounding him. The brain never stopped pulsing, never stopped giving him information. He could _taste _the apprehension and fear. Murowa, silent though she was, was struggling to sever their connection. AmpFibian could feel her trying desperately. Had he possessed a mouth, he would have grinned.

"_You like nightmares so much?_" He crooned. "_Welcome to yours._"

She dodged his first blast of electricity, the currents of her thoughts jolting into a new gear as she did, but Murowa wasn't lucky enough to avoid the second. Instead of sending her flying, the hit made her hiss and recoil. Physically, Murowa looked unharmed, but the world around them shook as though in an earthquake. The metal walls of Ben's former prison groaned their protest.

"Stop!" Murowa clutched at her chest, gasping. "You don't know what that's going to do!"

Any further protests were cut off when AmpFibian suddenly darted in front of her, striking her with three of his tendrils like she was a fly. "_I figure it's better than whatever you had in mind," _he said.

Incensed, she hissed, probably getting ready to snap at Ben again. A bolt of electricity forced her to jump back in order to avoid it. Murowa threw herself at him, still trying to inflict damage, but without control over their surroundings, her claws bounced harmlessly off of AmpFibian's malleable skin. She even tried to bite him, to similar effect.

His body jerked as he released a torrent of energy and Murowa was flung back with a cry of pain, clutching her smoking mouth. The room quivered violently once more. Screws popped out and clattered to the ground. A panel from the ceiling crashed to the floor as a twisted heap between them, neither of them so much as blinking. To do so meant looking away from their opponent.

"You can't," Murowa panted, winded. "If you tear this place apart, I might not survive it." And the way that she said it, it was almost pleading.

For a moment, Ben did nothing. He knew what she meant — not that Ben was going to be killing her, but that by bringing down her safe haven, she would have nothing stable to retreat to in her head. Nowhere would be free of her own thoughts and especially not the painful ones.

But a moment was all that Ben allowed. AmpFibian's eyes narrowed. Had he been human, he would have been grimacing. "_I guess, after all this, it's hard to feel bad for someone like you_." He was lying through his teeth. Even as he raised his hands for the final blow, guilt burned hot and putrid in his chest, but Ben knew what would happen if he didn't finish it.

He never said that being a hero was _easy _— but that was his blessed burden to carry.

Around him, Amphibian drew from the electrical currents that formed Murowa's thoughts. He watched her complexion turn pale, fear freezing her in place. She didn't try to run. There was nowhere to go, anyway.

All six of his tendrils gathered electricity into their ends. He brought them together in front of him and, steadying himself, stared Murowa dead in the eye as AmpFibian hit her point-blank with a tremendous electrical explosion that knocked him back and sent the room shaking on its last threads. The walls crumbled down on top of them—

—and Ben woke up with a gasp. He choked on the deep breath he instinctively sucked in, putting a hand on his chest for support as he coughed and reoriented himself.

Next to him, there was a weak groan. Ben looked over at where Murowa was, still collapsed on the floor where she had been before sucking Ben into unconsciousness. She twitched, face creased in a grimace, but didn't open her eyes. After a moment, Murowa settled back down and Ben let out a sigh of relief. He was still trying to figure out what just happened. He didn't want to start another fight with Murowa. Despite what had been done, he got the feeling that she wouldn't sit quietly back and let herself be arrested.

Ben shook his head, stumbling to his feet. He never liked those instant transformations, where he didn't even really change back to human. It always left Ben disoriented, as he struggled for a few seconds to remember how his new body should function.

A crash from behind caused him to turn, ignoring the rush of vertigo. The sound of crystal shattering came from a hole in the floor, which surprised him. Were Argyle and Patience still fighting? How long had he been locked in his head with Murowa? It couldn't have been more than a few minutes.

He looked down at the Omnitrix and groaned. Still red. What was it going to take to get the damn thing functioning again? His hand was still peranite, but at least it wasn't up to his shoulder. He couldn't move it either, though.

Unable to use his powers and stuck in an area with two furious Petrosapiens wasn't an ideal way to wake up. Ben looked around frantically for something that he could use. His first instinct was to save Patience, but then he remembered what their plan had been before the interruption and he paused. Why would he need to save Patience at all if the idea had been to kill themselves?

He looked at the controls, left carefully untouched despite the fighting that shook the floor. Automatically, Ben darted over to them, but he couldn't bring himself to touch anything. After running into Gwen, he knew that she and the others were close. Possibly even closer than before, thanks to their interactions. Ben didn't know enough about mana to describe what had happened, but it was as though he could still feel Gwen even outside of his head. Her warmth was curled in his chest, a steady reminder that she was there, that she and the others were still looking. And Ben knew enough about space to know that stars were really big. _Massively _big. If he found a way to release the star, it was going to kill not only himself and everyone on the space station, but all of his friends and whatever Plumbers they had managed to get to back them up.

Could he do that? Making the decision for even Tetrax and Conway had left Ben wrought with guilt and second-guessing himself, but Gwen, Kevin, Rook…

No. Ben couldn't make that sacrifice. There had to be another way.

He squinted at the protective glass that kept back the worst of the star's heat. It looked like it was made out of reinforced peranite and probably coated in something to help reflect the light away. Ben held up his crystallized hand thoughtfully. Maybe he could…?

His thoughts were derailed as a tremor sent the ground bucking and Ben sprawled out on his knees with a grunt. Landing on his peranite arm sent shocks of pain down his spine and he had to clench his jaw to keep from crying out. He flipped himself around in time to watch the wall across from him burst open with the grating sound of steel being ripped in half. Argyle came after it, sprawled on his back and panting. At some point, the back of his Plumber suit had been torn open in the fight and the four peranite prongs that grew from his back were sticking out. They dug into the ground when Argyle landed, carving grooves into the floor as he skidded to an abrupt stop.

Seeing him, Ben froze. He smacked the Omnitrix instinctively, only for it to weakly beep at him, still stuck in recharge mode. Frantically, he looked around for something that he could use as a weapon. He doubted that a mug would have as much of an effect on Argyle as it did on Murowa, considering that the guy was made of the second-hardest material in the galaxy.

He looked up at the sound of running footsteps. So did Argyle, only he wasn't looking at Patience as she entered through the hole in the wall — he was staring at Ben. Hatred flashed in his eyes and that was Ben's only warning to duck as peranite shards cut through the air where his head had been a moment ago. Ben rolled with it, jumping back up to his feet and darting out of the way of another round of crystals.

Frustrated, Argyle clutched his hand into a fist and the ground beneath Ben's feet burst apart as peranite shards cut through the seams. He nearly impaled his foot on one of them but, at the last second, Patience reached out and forced the crystal to sink back into the ground.

Ben held himself still in the middle of the peranite surrounding him, watching anxiously. He really needed his own weapon. At least, for the moment, Argyle was ignoring him again.

"You're pathetic," he spat at Patience, dragging himself to his feet. The stump of his missing arm was dripping clear blood and a chunk of his left foot was in the process of reforming. Patience didn't look much better with her chin about ready to shatter and her suit ripped open at her side and dripping blood. "Wasting your time on that brat… You've always been weak, but I didn't think that you were stupid, too."

Patience snorted. "It's a little late for flattery, Argyle. You're the one who seems to be making an error in judgment. You've read his file, so you know as well as I do that it's pointless to try and kill him. It doesn't seem like a smart move on your part."

The conversation was quickly becoming one that Ben didn't want to be a part of. He had a sinking feeling in his gut that he knew where Argyle was going with that line of thought. Slowly, he backed up, stepping closer to where he had left Murowa unconscious. There had to at least be something he could use as a distraction…

Sure enough, Argyle smirked. "True. That doesn't mean that I can't hurt him."

There was a pause. They both lurched into motion at the same time and Ben instinctively turned and ran. He knew as soon as he started that it was hopeless, but he also wasn't going to just stand there and let it happen.

The ground in front of him ruptured, Ben skidding to a stop barely in time to keep himself from smacking into the rising peranite wall. He swung around, back pressed against it, and jumped to the side with a yelp as Argyle swung his fist for Ben's gut. It hit the wall with a crack and Argyle snarled in response. Patience was right behind him, but he had the head start. She jumped into the air, aiming a flying kick at her brother's head. Argyle ducked to dodge her, lashing out with his foot at the same time. He caught Ben around the ankle, yanking his legs out from under him and sending the teen to the floor on his chest with a pained grunt.

He twisted himself around onto his back, but before Ben could stand, Argyle planted his foot in his stomach. Had the air not been knocked from his lungs upon hitting the ground, the force that Argyle used would have finished the job. "How do you think he'll manage without one arm?" He shot at Patience, challenging her. His foot dug deeper into Ben's gut, causing him to gasp and squirm. Freezing in place, Patience bristled.

"Coward!" She hissed, though she didn't move to attack him. Patience had her fists up but didn't try to close the few feet of distance between them. "You're unable to beat me in a fair fight! You always have been!"

Argyle shrugged with one shoulder, still grinning. He raised his hand, melding it into a sword so fine that Ben couldn't see the edge. Pointedly, he lowered it to Ben's right arm, pressing the tip to the crease of his elbow. It drew a thin line of blood but the blade was sharp enough that Ben didn't feel it. "You've always been so predictable, Iridium."

Her expression twisted, ugly with fury. "_Do not call me that!" _Patience shrieked. She threw herself at Argyle. He didn't make a move to stop her, or even seem surprised, and that was when Ben _knew_.

Instead of hitting Argyle, Patience dropped at the last second and grabbed Ben by the shoulder. "_Don't!_" He tried to shout, but it was too late. She yanked him out from under Argyle's boot and sent him skidding across the floor, out of reach. "It's a trick!"

The words had barely passed Ben's lips when Argyle, without ever attempting to stop her, slammed his peranite sword down as hard as he could. It snapped right through Patience's suit and, with a defending crack, broke the skin of her back and burst out of her chest. The tip embedded itself in the floor, dripping blood. The stench of sulfur burned the air. Patience let out a small gasp, as though surprised, and sank to her knees. There was stillness for a moment until Argyle huffed and kicked her swiftly in the side, sending Patience sprawling in a smeared puddle of her own blood. She twitched, then didn't move.

Stunned, Ben found that he couldn't look away. His mouth was moving but no words came to him. '_You killed her,' _Ben wanted to say, but even that much, even stating the obvious, he couldn't find the strength to force it past his lips. He held some faint notion that Patience would live but Ben wasn't sure. The meager thought wasn't very comforting.

He noticed Argyle move and finally looked away from Patience, up at him. Ignoring Ben completely, Argyle lifted his foot. Seeing him do that, suddenly it was Popigai lying on the floor all over again. Only, the second time around, Ben wasn't going to let it end there.

"Stop!" He shouted, dragging himself to his feet. Miraculously, Argyle listened, though there was amusement on his face as he raised an eyebrow at Ben. He didn't lower his foot, his eyes almost taunting. "You're not going to kill her. I won't let you," Ben snapped. He folded his good hand over the Omnitrix dial, subtly fiddling with the buttons. Of all the bad times for it to break on him…

"Is that so?" Argyle drawled. Any amusement faded to annoyance. He twisted his arm and snapped the sword off cleanly. From his elbow, a new hand was reforming. The other arm remained a jagged stump. Scowling, Argyle stalked toward Ben, leaving Patience where she was with the blade through her chest. "You think you can do anything with that watch, Tennyson? After all I've done, all I've struggled and worked for, do you _honestly _believe I would sit back and let someone like _you _ruin it?" Hatred flashed in his eyes.

He probably should have backed up but, stubbornly, Ben kept his feet rooted in the spot. He met Argyle's glare with one of his own and didn't let it falter, not even when the man grabbed Ben by the shirt and lifted him easily off of the floor.

Dangling in Argyle's grip, Ben refused to say anything. He waited for Argyle to try speaking, and then spat in his face.

He was thrown so hard and so suddenly that Ben didn't register flying through the air. He certainly felt stopping though, hitting the viewing window with a thud that shook him to his core. His head snapped painfully against peranite and Ben saw stars. When he reached back with a shaking hand, he wasn't surprised to find his hair soaked with blood.

His ears were ringing. Argyle was saying something as he approached Ben again, but he no longer cared to listen. It was crazy, and probably had something to do with just hitting his head, but Ben had a plan.

Struggling to stand, almost falling down again in his attempts, Ben turned to the window. It was so bright that he couldn't stand to look at it, but that didn't matter. He dropped his head and slammed his peranite hand against the glass. His arm jolted with the pain of it, but the viewing window cracked. Ben smirked. He hit it again, and a third time, then a fourth, harder each time when he didn't get the result that he wanted. He was crying out with each painful slam of his hand against it, but the fissure was growing.

Ben heard the resounding crack. He caught Argyle's shouts but didn't bother trying to make out the words. A hand clamped down on his shoulder, no doubt about to wrench Ben away from the window, but it didn't matter. His hand made the connection one last time and that was all that he needed.

The window shattered with a noise loud enough to wake the dead. Light spilled in, and as Ben recoiled, all he felt was heat.

* * *

**A/N: God, this chapter was fun to write. Sorry if the dream parts don't make much sense. They aren't supposed to. If you don't get it, it might need to be reread, or I can elaborate if you leave a comment. Otherwise, get pumped! The next chapter is all action. **

**Ben vs. Argyle! It all comes down to this. I hope everyone is excited!**

**Chapter Thirty-Nine: **_**Desperate Times, Desperate Measures**_


	43. Desperate Times, Desperate Measures

Several things happened at once, too quickly for Ben to process until it was over.

The window burst. Fragments of peranite scattered like jagged rain. Light bright enough to render him blind and hot enough to kill him before he could even feel it surged into the room. The Omnitrix flashed brilliantly at his wrist, red flipping to green and spitting out sparks. A transformation hit him forcefully, faster than Ben had ever known them to come. He felt like he had been turned inside out, but he had survived the millisecond that it would have taken for the star to kill him.

When Ben opened his eyes, he was looking down at slender, black fingers curled against the metal flooring beneath him. At some point, he had fallen to his knees. A flap of Big Chill's powerful wings quickly got him back to his feet. Even dazed, the Omnitrix's decision made sense. It was supposed to keep him alive, so Big Chill must have been the first alien that it stumbled upon with space survivability and resistance to extreme heat.

His hand, Ben noticed, was still made of peranite. And it was still shaped like his human hand, too. It looked incredibly disproportionate next to Big Chill's thinner and longer limbs. The Omnitrix hadn't known what to do with the crystallized area, which was not reassuring.

More important problems took his attention, though. The hole that Ben had made by slamming his peranite hand through the window was patched up. It wasn't reinforced, though. A thin layer of peranite had been raised from the ground to seal it against the pocket vacuum that the star was contained in. With Big Chill's eyes though, he could finally stand to look at the star.

It was white and definitely had to be small if it could be contained in such a small area without becoming a black hole. Ben wasn't an astrophysicist, but he knew enough about star formation to be impressed. Flares seemed to rise continuously from its surface, often hitting the viewing windows keeping its heat back. Whatever was coating the outside of them was incredibly powerful. Already, the thin replacement layer of Peranite over the hole was being to boil and turn brittle.

Ben was glad that he hadn't ended up sucked into the void of that star. His plan had been to force the Omnitrix to work correctly, else let him die, but still. He found himself quiet for a moment in the face of how close he had come to a swift death. Had the Omnitrix not turned on at the last possible second, then…

Big Chill turned, fixing his enormous eyes on Argyle. The man was slumped on the ground but still conscious. He had been the one to seal the breach in the window and it was clear why. Whenever they met, Tetrax was always wearing a bodysuit. Ben had assumed that it was for functionality, but he had never put two and two together long enough to realize that Petrosapiens couldn't survive in an empty vacuum.

His crystalline skin was several shades darker and had the look of thin plastic. There were spots where the peranite began to bubble and evaporate, leaving sulfuric blood oozing from splits and ugly cracks. They trailed up Argyle's body, his exposed arms and back, dancing their way up his face. His eyes opened and the look of loathing that Argyle fixed Ben with did more to twist his appearance than any damage from the star could have.

He looked nothing like the prim, put-together government official that Ben had met his first day on Petropia. Maybe he never really did. As Argyle staggered to his feet, Ben was struck by the thought that his mask had finally been burnt away. The man in front of him was the closest to the genuine Argyle that Ben was ever going to get.

"_You_," he hissed, and immediately had to cough as he aggravated his burnt throat. The huffing breaths that Argyle took were ragged and wet. "I'm… going… to fucking _kill you_, Tennyson… I'm going to… enjoy mutilating your pathetic… _worthless _little corpse."

There was no good way to respond to that, so he didn't try. Big Chill blinked at Argyle owlishly. His instinct was to go for a swift, efficient death but, thankfully, those thoughts were muted. He wasn't in any peril so it was easier to think for himself. Even if those instinctive self-defense measures did have a good point…

"_You're more than welcome to try_," Big Chill said finally. He turned half-away from Argyle, still keeping an eye on the man, but raised his usable hand to coat the dissolving patch on the broken window in a thick sheet of ice. He knew that it wouldn't last forever against a star that close, but hopefully, it would last long enough that it wouldn't matter. "_Why don't you just give up now and come quietly? The Plumbers are already near. You've lost. Admit it and save us both a lot of time._"

Argyle laughed without any amusement. His skin was slowly patching itself back together but, even though it clearly caused him pain, he transformed his remaining hand into the head of a pike. "Surrender?" He spat. "I would sooner… kill myself than give you the… the satisfaction. I don't care about winning. Not… not anymore. I only care that you _lose_," Argyle snarled. "There's no one here to save you this time, Tennyson. You're going to die. That's… that's enough for me."

There was no point in replying. Ben knew the look in his eyes. He had seen the same expression on countless villains, faces that blurred into nothing. No matter what Ben said, it wouldn't have any effect on Argyle. He had made up his mind. He was too far gone to listen to reason, even if it was in his best interest. Despite it all, Ben hoped that he didn't have to end their fight with death. But, in case it became necessary, he steadied himself and promised that he would be ready and willing to go through with it if he had to. There could be no room for hesitation with someone like Argyle.

"_Have it your way, then_," Big Chill said. "_Maybe it will make a good story for you to share with the other inmates who have tried to kill me and failed._"

Furious, Argyle rushed forward. He had called Patience predictable, but he wasn't much better. In a graceful arc over Argyle's head, Big Chill dodged, hitting him with a blast of cold breath to the back. Ice crackled and grew over his body, but it barely stopped Argyle for a second. He broke it with one powerful twist of his torso, turning hard to face Big Chill again.

With only one arm, his peranite attacks weren't as numerous as before, but that didn't mean that they weren't successful. A slab dropped from the ceiling, almost crushing Big Chill before he turned his body intangible and felt the peranite chunk slip harmlessly through him.

Had Necrofriggians possessed the muscles to frown, Big Chill would have done it. He dodged another jab from Argyle, avoiding his pike, absentmindedly. That wasn't good. Although he was protected from the worst of Argyle's attacks, Big Chill couldn't harm him, either. Ice wouldn't be effective against an opponent made of crystal. So he needed to change things up.

Abruptly, Big Chill dropped down behind Argyle, landing a solid kick on his back that sent him flying. He wouldn't be down for long, but it gave Ben enough time to slap the Omnitrix symbol on his chest and let the familiar transformation process wash over him.

He grew lighter as his skin and muscles and bone all disappeared — even his peranite hand simply ceased to be a part of him. They didn't become an equivalent of his new body, they simply weren't there anymore. Power festered inside of him and then Ben became it, and with that much possibility, came a fierce hunger for more. He struggled to tap that down, then relaxed as the Omnitrix formed a physical restraint. Metal surrounded him, forcing all of that power to form limbs, something similar to a body. When the light from the Omnitrix died down, NRG stood proud and confident.

He was half-expecting Argyle to scoff or make some quip about what a useless alien Ben had chosen, but the man said nothing. He didn't even arch an eyebrow. Argyle snarled and faced his hand toward the ground. With a tug of his fist, spikes began bursting through the ground at NRG's feet. They knocked him off balance, sent him toppling over, but the points were chipped off whenever they made contact with his metal suit.

When NRG made no move to stand or defend himself, the ground stopped rolling. Spikes towered above his head like a twisted birdcage. He heard slow footsteps until, cautiously, Argyle peered over him. He was still angry beyond reason but, beneath that, he was incredulous and confused.

"What is this?" He snapped, gesturing at NRG. "Some sort of joke?"

"_Some sort,_" NRG agreed pleasantly. "_That must make you the punchline!_" He surged to his feet in a motion far quicker and more graceful than his clunky appearance let on. His fist connected with Argyle's chin, sending him straight up and hitting the ceiling hard.

Instead of falling back down, Argyle dug his hands in and hung there. An energy blast burst from the cracks in NRG's faceplate. Argyle brought up a peranite construct to block it at the last second, but the hit still caused the peranite to burst apart. Stunned, Argyle lost his grip and fell. NRG caught him by the neck, barely tall enough to hold the Petrosapien off the ground.

"_Well, now I know that my attacks work on peranite. I was a little worried that they wouldn't,_" NRG said with a smirk in his voice. He drew Argyle closer. Even without physical eyes, the sheer intensity of the energy radiating from inside of his suit was far more effective than any glare. With a wince, Argyle was forced to look away. "_So, do you want to admit defeat yet? I could do this all day._"

Argyle sneered in disgust. "Did you not hear me before, Tennyson? I said that I would rather die and I meant it. Although, if we're talking about it, I would much prefer that _you _die." He curled his hand into a fist and the ground beneath them shook.

At the last second, NRG realized what was about to happen and dropped Argyle as he took a stumbling step backward. A hole opened up in the floor where they had been, the steel severed into a clear circle by razor-sharp strips of peranite. Argyle fell into it, but not far. A platform caught him and propelled him right back to the top with a grunt of effort from him. He angled himself at NRG and tackled him. They both went to the ground, Argyle on top of him and keeping NRG pinned as he tried to twist away.

Peranite grew from the floor, binding his wrists and ankles and creeping up NRG's hulking body. Frustrated, he blew energy out through his faceplate, but Argyle dodged with a swerve of his head. "_Get… off of… me!_" NRG grunted, his hands lighting up beneath the peranite restraints. A single, powerful blast from both of his fists shattered the crystal and NRG leaned up enough to easily hit Argyle in the chest at point-blank range.

There was the sound of shattering peranite as Argyle was sent flying. He hit the reinforced viewing window with a sharp thud that left a spider web of cracks along it. Thankfully, the glass didn't break. Argyle lifted his head slowly, bleeding heavily from the empty cavity in his chest that was already beginning to close itself. He opened his mouth, probably to insult Ben, but all that came out was a grunt as he took a deep breath and stumbled to his feet. Whatever the healing limits for a Petrosapien were, he had to be getting close. He looked awful.

Ben was almost starting to feel sorry for the guy. _Almost_.

"_Why don't we wrap this up?_" NRG grunted. Inside of his suit, he focused his energy _away_ and was rewarded when the top of his suit popped open. His true form, a vaguely humanoid-shaped mass of energy, burst out with a grin. It always felt amazing to be out of that prison. Speaking of…

He darted toward Argyle with nimble speed, easily dodging the flurry of peranite shards sent his way. With a graceful swoop, NRG grabbed Argyle under the arms, lifting him off the ground. He was assuming that Petrosapiens were immune to radiation, being made of crystal and all. With the way that Argyle was struggling against him, it didn't seem like he was feeling any negative side effects. Luckily, being made out of pure energy, NRG was difficult to hurt.

In a smooth motion, Argyle was shoved feet-first into the metal suit that NRG had been locked in. He was too wide to fit through the opening entirely, but a strong shove forced Argyle in up to the elbows, effectively rendering him immobile.

"_Tennyson_!" Argyle shouted, outraged. Floating next to him, NRG could hear clanging on the inside of the suit. But no matter how many times Argyle tried to penetrate the metal casing, it was hopeless. He even tried expanding what was left of his body to similarly no effect. "What is this? What did you _do_?"

With a chuckle, NRG lowered himself down to touch his feet to the ground. "_What? I thought you prided yourself on knowing everything? Don't you know that the only material strong enough to break my casing is taydenite?_" He didn't have the muscles required in order to smirk, but smugness was dripping from his voice. "_Sorry. Peranite is only the second-best, remember? You'll have to try harder if you want out of there._"

He turned away from Argyle, leaving the man to fester in his fury and continue spitting curses and insults. Smacking the Omnitrix, NRG reverted to Ben. Settling back into skin after being an energy being was always difficult and, unfortunately, his peranite hand was back too.

With Argyle taken care of, it wouldn't take much for the Plumbers to load him up and take him away once they arrived. Ben wished that he could give Gwen his exact location through the mana field or whatever, but he wasn't an Anodite. If he could find a way to a communications room, then maybe he could shut off whatever cloaking device was being used. The easy answer was to destroy the power core, but Ben didn't want to kill all of his friends so he would have to find the long way around.

First things first, though, he darted over to where Patience was still on the ground. She had gone still a while ago, probably unconscious. He knelt down next to her, unsure. The peranite shaft of a sword was still stuck in her chest and Ben was caught with indecision. It looked like she had lost a lot of blood, but he didn't know how to tell if a Petrosapien was alive or not. He couldn't remember ever having a heartbeat as Diamondhead and, even if he did, he probably wouldn't have been able to feel it. Should he take the sword out? Ben knew that, for a human, it was better to leave whatever someone had been stabbed with where it was to hold in the blood and to prevent anything from breaking off inside of the victim, but he didn't know if that same first aid rule applied to Petrosapiens. Would Patience heal faster if Ben removed it? Maybe having it still inside of her was slowing the process down or stopping it entirely. Was she even still _alive_?

Thinking of Popigai, Ben scowled. No, he wasn't going to let her die. "I'm going to kill you if you die like this," he muttered. "You have so much shit to apologize for. The next time I see you after all of this is done, I'm turning into Diamondhead just to punch you. But I can't do that if you die so hold out at least a little longer, okay?"

He took a deep breath, carefully grabbing the base of the sword. It was rounded but still hurt his fingers to grasp. If he held anywhere else though, Ben knew that he was going to end up cutting himself. He pulled, gently, but didn't even succeed in nudging Patience. Grasping it more tightly, Ben leaned back, putting his weight behind it. Slowly, the blade began to move. It was hard not to jostle it around while he was removing it, but Ben did his best. The length of the blade was slick with blood and made an awful grating sound against Patience's skin as peranite rubbed together. Ben clenched his jaw against the urge to cover his ears and, with one final hard pull, he yanked the sword free and his momentum sent him tumbling back with a grunt.

Sure enough, blood was pouring heavily from the hole in Patience's chest. Ben crawled over to her side anxiously. He was prepared to use his shirt to stem the bleeding if he had to, unsure if it would even help, but relaxed when he noticed her skin beginning to stitch itself up. Letting out a sigh of relief, Ben tossed the sword away and stood. Patience would be fine. Probably. She would likely be unconscious for some time, but Ben couldn't do anything about that. It wasn't like he was strong enough to move her or stupid enough to wake her.

Somehow, he still couldn't believe that she had taken a sword through the chest for him. Ben stared at her a moment longer, caught between indignation and gratitude, before turning away with a sigh. He would work out something to say by the time she woke up.

Murowa was still collapsed where Ben had left her. He approached her more cautiously, aware of what had happened the last time he thought that she was unconscious. When she didn't make any move to attack him, though, Ben knelt down and carefully prodded her. Touching Murowa without her insistent threats and taunts to fill the silence was like an out-of-body experience. Her skin had a rubbery quality to it that Ben had never noticed before. He touched her hair idly and it felt like felt.

He knew even less about Nemuinas than he did about Petrosapiens, but Ben pressed his fingers against her neck to feel for a pulse. There was one, but it was irregular and a lot stronger than Ben had anticipated for someone her size. He wasn't sure if that was a good sign or not, but since he hadn't physically hurt her, he felt it safe to assume that Murowa was simply unconscious and her heartbeat was normal.

Finished with them, Ben jogged back over to where he left Argyle. The man somehow managed to look even angrier than he was before, but he was no longer struggling. Resigned, he glared as Ben as though he would give anything for the ability to kill someone with just a look. He obviously wouldn't be very cooperative, but Ben had to try.

"Hey," he said casually, "so, you've got a cloaking device on around this station, right? You wouldn't happen to know how to turn it off, would you?"

Argyle snorted in disbelief. "Of course I do. I'm the one who turned it on," he said impatiently. "And I'm sure that you would love for me to come right out and tell you where it is and how to turn it off, wouldn't you?"

"Uh, yeah." Ben nodded. "That's sort of why I asked."

It was lucky that NRG's suit remained once Ben had turned back to human. Argyle lurched forward in his makeshift restraint, straining as though desperate to get his hands around Ben's neck. When it became clear that he still wasn't getting out of that suit, he cursed, loudly, and settled into a sullen silence.

After a moment of staring at each other (or, glaring, in Argyle's case), Ben sighed and decided to try again. It wasn't like he had many other options that weren't a complete waste of time. "You know, if you cooperate, the Plumbers will go easier on you," Ben pointed out. "At this point, you're not really getting anything from being stubborn. The Plumbers are going to find us eventually, with or without a cloaking device in the way. You might as well take your defeat with whatever dignity you've got left."

"_Defeated_?" Argyle bristled with indignation at the very thought. "This isn't a defeat. This is a minor setback." He had resumed twisting his torso around, trying to wiggle out.

Ben could only shake his head as a scowl came to his face. "Why are you even bothering?" He asked impatiently. "I don't mean that just because you've obviously lost. I mean, even if you hadn't, what are you even getting out of this? All you're doing is trying to cause as many people at once as much harm as possible." And that was when it finally made sense to him. Murowa's words echoed in his head and, despite everything that had happened on that station, Ben suddenly grinned and burst out laughing. "God, you're still just a child by Petrosapiens standards, aren't you? And you're throwing a fit right now because you didn't get your way! Oh my God, that's just— that's _sad_! I almost feel bad for you. You're just doing these things so that you can pretend you're powerful and in control. It's like you're overcompensating for something."

He couldn't help but laugh. When Murowa had called Argyle childish, Ben hadn't understood at the time. But seeing the man so affronted, insisting otherwise when he had clearly been beaten, Ben was struck by the mental image of a toddler throwing himself to the ground and beating his fists and kicking wildly over misplacing his favorite toy.

Purple-faced with rage, Argyle said nothing until Ben quieted his laughter. And, when he did speak, it was softly and with a calmness that should have concerned Ben. "I said that it's not over," he stated. "The Plumbers might arrive, but you aren't going with them. Alive, anyway."

Unimpressed, Ben rolled his eyes. "A death threat? Wow, I've never heard one of those before. Let me guess what comes next—"

He didn't get to finish. Suddenly, Argyle burst out of the suit and to his feet. Ben lurched back, reaching for the Omnitrix, only for a wicked headbutt to send him to his knees with stars in his eyes and the world spinning. He groaned, trying to stand, and had the breath knocked out of him when Argyle slammed a foot in Ben's gut that had him rolling to a stop across the room.

"How did you managed to…?" Ben mumbled, eyes flickering over Argyle with confusion as he approached. Then he saw it. The man's other arm — the left one, that wasn't scarred by Red Sleep venom — was missing from the elbow down. Ben couldn't keep the surprise off of his face. Argyle had used the neck of the suit to grind his arm away until it fell off and allowed him to escape. _That _must have been why he was squirming so much.

He picked himself back up, leaning his left arm on the wall for support while he wrapped his right one around his abdomen. Maybe it was Ben's imagination, but he could have sworn that the places where he had been stabbed were throbbing. At least Murowa had healed those injuries. Hopefully.

"Are you really going to fight me without arms?" Ben asked as Argyle approached. He was moving more slowly than usual and his Petrosapien healing rate had dropped considerably. The time out feature on the Omnitrix had kept Ben from overworking Diamondhead and he was thankful for that because the results certainly didn't look pretty. "It won't be much of a fight. I thought that you said you hadn't been defeated. Sure you wanna push it?"

"I also said that I would rather die than surrender," Argyle shot back with a sneer. "Do you still think that I was being hyperbolic? You'll have to kill me before I let myself go into Plumber custody, Tennyson."

Ben's eyes narrowed, his expression hard and unreadable. "Yeah," he said. "I know."

With his arms out of commission, the best that Argyle could do to command peranite was lash out with sheets it by using his leg. A side-kick that was nowhere near Ben launched a peranite slab that grew from the wall, narrowly missing his head as Ben dropped to his knees and rolled to avoid a spike from the ground. For all of his talk, though, it was clear that Argyle was struggling. He was grinding his teeth with frustration and probably a lot of pain, sending attacks at Ben that came much slower than before. Other than the first burst of peranite that caught him off guard, Ben was having an embarrassingly easy time dodging.

He kept his hand over the Omnitrix dial, just in case, but it didn't seem like Ben was going to need it. He side-stepped, ducked, jumped, and didn't seem to be at any risk of getting hit. And, as cruel as it was, he found it difficult to take Argyle seriously when he was panting and flailing around with no arms beneath the elbows.

He knew that he should fight back, at least to knock Argyle unconscious, and yet Ben found himself hesitating. It didn't seem fair to him. The man was running on fumes, barely still in one piece, and Ben didn't feel right about going alien to finish him off.

His indecision didn't go unnoticed. "Why aren't you… fighting back?" Argyle demanded through heaving breaths. He had stopped his assault, likely justifying it to himself as pausing to speak, but Ben knew that it was just an excuse for him to pull himself together. "You aren't going to get... anywhere just dodging, Tennyson. Come on, hit me!"

"I don't really think I need to." Ben shrugged, a grimace on his face. "Between the two of us, I think that I can keep this up for longer than you. I just have to wait you out."

That must have struck a blow to Argyle's pride. He looked genuinely surprised for a moment, then scowled deeper than before. "That's what you think, huh? You think this is a _joke_," he hissed.

Whether Ben actually thought that or not was irrelevant. He didn't get a chance to answer before Argyle was rushing at him. No longer relying on peranite projectiles, he swung his leg out to try and knock Ben to the ground. Even without arms, the stumps of his arms were jagged and sharp enough to draw blood. Ben automatically backpedaled to avoid them, starting to duck under Argyle's arm to get around him, only for a wicked punch to his back to knock the breath out of him. Something in his spine popped, loudly, and Ben hit the floor with a hiss. Every twist of his upper body caused his back to protest. He was hoping that it was just a joint, but he had an awful, sinking feeling that it wasn't.

Even as he started to crawl out of the way, Ben knew that he wouldn't get far. Argyle's foot came down on his back, pushing down until it felt like Ben's ribs would crack under the pressure. He let out an involuntary wheeze as the breath was knocked from him and Argyle relaxed his foot a little.

Above Ben, the man chuckled. "If I had my hands, I would wrap my fingers around your skull and squeeze until it popped like a grape. It worked so well on your friend, remember?"

Ben did. He grunted and reached for the Omnitrix.

As soon as he did, the foot dug in harder, causing Ben to cry out in pain. Argyle growled in warning and released the pressure only after Ben was again lying still.

"Can you transform faster than I can put my heel through your spine?" Asked Argyle.

He let out a noise of disbelief. "What does it matter? You want to kill me anyway!" Ben snapped with impatience. And yet, he held himself still.

That time, Argyle didn't laugh. He merely hummed, as though considering something. The pressure on Ben's back shifted thoughtfully. "True," Argyle finally admitted. He raised his foot and brought it slamming down.

At the last second, Ben rolled out of the way. He tried to touch the Omnitrix but had to put his hands under himself to roll out of the path of a blow that shattered the ground where he had been laying. Ben got to his knees and was again knocked over, that time by taking Argyle's knee to the chin. The force of it sent Ben's teeth clacking together, hard enough that his gums ached and his ears were ringing. His face would have an ugly bruise in an hour and Ben could taste blood in his mouth from where he had bitten his tongue.

Laying on his back, staring up at the ceiling, everything was spinning. Vaguely, Ben saw the form of a Petrosapien swimming in and out of his vision. He instinctively reached for the Omnitrix, but Argyle pinned his wrist to the ground with his foot. Even with his head still throbbing, Ben tried to squirm free. There was nowhere to go, though. Above him, Argyle held up his stump of a right arm. He said nothing. There were no taunts or promises or brags. Argyle aimed at Ben's head and brought his arm swinging down.

There was a heavy thud as Argyle made contact. Ben hadn't closed his eyes and stared, lips parted in surprise, at the wings fluttering barely an inch from his face. Thick, purple blood dripped onto his cheek and down his neck.

"_What…_?" Ben muttered, stunned, and couldn't think of anything else to say.

Murowa groaned weakly and shot a glittering ball of golden dust at Argyle with one hand, the other clutching her stomach. They both collapsed at the same time — Argyle, into unconsciousness, and Murowa onto Ben's chest as she writhed in agony, curling in on herself and struggling to keep her eyes open.

He finally remembered how to move his limbs and Ben sat up straight with a jolt, curling his arms out to catch Murowa in the cradle of his hands. The motion made her curse, hissing something sharp in her own language as blood poured faster. And there was a lot of it. Ben swallowed thickly at the sight of his shirt soaked through. It had already gone cold.

"Let me look," Ben insisted gently, prying her arms away from the wound. It didn't require her cooperation. Murowa was in too much pain to stop him and he got a good look at the injury.

As soon as he saw it, Ben grimaced. The hole was big enough to take up her entire stomach and it looked like it had been flattened, nearly coming out the other side. His mind spun at the idea of all those broken bones, the destroyed organs, the crushed blood vessels…

Carefully, Ben leaned forward and set her down on the ground with as much gentleness as he could muster while still being hasty. Which wasn't a lot. Even as he took off his shirt, pressing it to the wound in Murowa's stomach, Ben knew that she wouldn't make it. Without immediate medical care, the wound was too excessive.

He bit his lip, sending a glance at Argyle. The man was still out cold, but Ben didn't know how much longer. "Can't you heal yourself?" He asked Murowa desperately. "I've been a Nemuina before. It's an instinct, right? This wouldn't kill you." Would it?

She laughed and immediately dissolved into a coughing fit, hacking out blood onto her fingers and a lump of something that Ben really hoped wasn't part of an intestine. Murowa collapsed immediately after, limp and panting and soaked in sweat. "Believe me…" She wheezed, voice sounding clogged and wet, "this isn't… how I wanted it to go, either… Ben. But I..." Slowly, she shook her head, and even that seemed to take a painful amount of energy. "I can't… feed off of… either of you anymore. And without food…" She didn't finish, but she didn't need to.

"What?" Ben kept one hand on her stomach in a faint attempt to stem the bleeding. His other hand grasped hers, giving a squeeze when she clearly didn't have the strength to. "What do you mean you can't feed…? Me and Argyle?" His brow furrowed in confusion, then his eyes widened in understanding. "_Oh_."

That time, Murowa knew better than to laugh, but her smile twisted unpleasantly. "Yes. It is… _unfortunate_. There's no one around… that I can feed on…" She looked up at Ben but, where he was expecting to see anger and resentment, he saw her eyes turning unfocused and hazy. Beneath that disassociation was something he had never seen on Murowa's face before: fear. "I didn't mean to… get myself killed," she admitted softly. "But I didn't… didn't want to see you die. That didn't leave me with… a lot of options."

"Shut up," Ben muttered. "You're not going to die. You… you'll be fine. You'll be totally alive and comfy in a maximum-security prison when this is all over. You're not… you can't…"

Her smile turned fond and Murowa managed to give his hand a squeeze. "There's that… optimism that I despise," she forced out, interrupting herself with a slick cough. "It won't be so bad… Being dead. I've lived for... nearly five-hundred years. And I'll get to be wherever… e-ever Diavik is. I'm sure it's… filled with fire an-and brimstone." Her grip on Ben's hand weakened.

When her eyes closed, Ben let out a shaking breath. He removed his hand from hers and left his soaked shirt wrapped around her midsection. Strangely enough, Ben didn't even feel the cold. He wasn't sure how to feel. Murowa had done awful things but, in the end, she had given her life to save him. And regardless, Ben never wanted her to die. He never _wanted_ anyone to die.

As he got to his feet, he heard something shift behind him. Ben turned and wasn't surprised to see Argyle finally picking himself up off of the ground. Suddenly, Ben found himself irrationally angry. If Argyle had just given up the first time instead of continuing to push, if he had been less vengeful, if he hadn't been so ruthless and at least moved his unconscious friend to a safe location _before _trying to kill Ben…

If Murowa hadn't loved Argyle, she could have fed off of him. She could still be alive.

As he straightened, Argyle's gaze finally landed on Murowa. Confusion registered first, then concern, and then the realization hit like a train. For once, Argyle ignored Ben completely. He rushed forward and dropped to his knees next to her. His right arm had healed back some, enough that Argyle had a wrist again, but still lacked hands. His arms twitched as though he longed to take Murowa into his hold, cradle her body like it was something precious. The distraught on his face nearly turned hysterical when he remembered that he couldn't even do that much.

Just like that, Ben felt his upset with Argyle evaporate. No, it wasn't his fault that Murowa had been a casualty. She had said so herself, that she made the decision to protect Ben. Why, he wasn't sure he would ever know. Maybe it was because she really had grown to like him in the time that he had been her prisoner. Maybe it was out of the desire to keep him alive for further experimentation. Maybe whatever Ben had done in her head left her disoriented, like having a concussion. He would never be able to be certain. But either way, it wasn't a reason for Ben to be mad at Argyle. He had plenty of other reasons to loathe the man but, at least for the moment, Argyle was just someone who had lost a friend and was in a great deal of pain.

"Hey, I—" Ben stepped forward, wanting to be comforting, and Argyle turned such a withering glare on him that Ben froze. The moment was over, apparently.

Slowly, as though every movement put him in agony, Argyle stood. He faced Ben with no emotion on his face and it was somehow more intimidating than any scowl the man had ever sent his way. He was shaking, Ben realized. Trembling from the effort of holding himself back, Argyle made eye-contact.

The dam broke. Argyle's face contorted into fury as he shouted, leaping into the air and slamming his arm into the ground where Ben had been standing a split-second ago. The force of his hit was so intense that the steel flooring snapped, a large hole caving in, and small splinters of Argyle's still-broken arm chipped off. He either didn't notice, or he was too focused on tearing Ben into pieces to care.

That time, he didn't hesitate. Any concerns about it being a fair fight were washed away and Ben hit the Omnitrix just as Argyle was straightening back up.

He barely even felt the transformation. Ben was backpedaling, hurriedly putting distance between them, and he felt himself growing bigger and tougher as his diamond-hard arms blocked Argyle's shots just in time to avoid getting a peranite shard through his skull.

"_Stop this!_" Diamondhead shouted. It changed nothing. The next wild punch was aimed at his stomach. He caught the blow with his hand, squeezing hard to keep Argyle from moving back in the hopes that he would be able to listen to reason. "_It's over, you've lost! The best thing that you can do for yourself and Murowa is come quietly._"

That was the wrong thing to say. Argyle screamed in indignation, slamming his head into Diamondhead's chin. Surprised, he let go, and the next second Argyle had knocked him onto his feet. He was still raining down punches, seeing red, as Diamondhead focused on scrambling out of the way.

"_Don't you ever say her name!_" Argyle howled. "_You_ did this! First Diavik, then Murowa, now my _entire business and everything I've worked for_! It's all your fault! _All of this is because of you_! Death is too good for you, Tennyson," he seethed with venom. "You're going to live, and you're going to _beg_ me for death long before you're permitted to have it! _You've taken everything from me_!"

Diamondhead rolled out of the way and, as Argyle's fist made contact with the ground, he jerked his hand and caused a peranite pilar to slam forward and meet it. Argyle went flying, hitting the ceiling and falling to the ground with a heavy slam that nearly caused the floor to break again. From the hole, he picked himself up with a noticeable limp. Still, Ben felt bad for him. Their fight was starting to make him feel sad. How much more was the man going to put himself through for revenge?

"_You know you can't beat me. Surrender and this can all be over,_" Diamondhead said, almost coaxing. In a room that had been filled with their fight moments before, his muttered plea was deafening.

For a moment, it seemed as though Argyle was going to accept. His expression fell, shoulders slumped, and he opened his mouth… Only for something else to catch his eye. And, like that, Argyle hardened all over again. "I don't have to beat you," he said. "I just have to make sure that you aren't going to win."

Before Ben could guess what _that _was supposed to mean, Argyle took off running. He didn't stop for a moment — he darted right up to the star's control panel and drove both stump-arms straight through it. The wiring crackled, sparking, and the star flared violently. So much so that, through the windows and despite the fact that he was made of peranite, even _Diamondhead _felt the heat.

He grabbed Argyle by the back of the head and tossed the man into the ground, but the damage was done. The machinery behind Diamondhead began to whir loudly. Parts of it caught fire while others simply had all of their lights go off at once. All the while, the star was getting brighter and hotter. Had Diamondhead been able to tolerate looking at it, he wouldn't have been surprised to see it growing in size.

"_What did you do?_" Diamondhead demanded, pressing his foot against Argyle's neck to keep him pinned.

Beneath him, Argyle laughed almost gleefully. "If I can't see my friends ever again, then neither can you, Tennyson. And if _you _can't suffer, they'll do it for you. At least you'll be getting a blaze of glory. A true hero's death, they'll say!"

There had to be a way to stop that star from destroying everything. Ben forgot about Argyle entirely, mind whirring. There was no way that the others could survive the star expanding. Even without a degree, Ben knew that stars were _massive _and that thing would expand _fast_ when the remaining circuitry finally gave out. He had no idea how long that would take, but Ben wasn't going to push his luck. He could always use Alien X to stop it, but would he have _time_? Did he have any other aliens that could do the job?

Ben wasn't given the chance to decide. Argyle twisted out from underneath him, broke another hole in the floor, and dragged Diamondhead down with him into the room below.

The only light came from the hole above them as they crashed through multiple floors. All the while, Argyle was on top of him, refusing to let Diamondhead get his bearings. Even without hands, he was doing his best to try and punch a hole straight through Ben.

When they stopped, four floors down from where they started, it was only because the ground suddenly refused to yield. Diamondhead hit it hard, sent skidding away as Argyle went in the opposite direction. Dazed, he blinked confusedly around him.

The floor was made of peranite. Even odder, so were the walls. Not the ceiling, though. There were machinery and wiring crisscrossing the ceiling high above their heads that wouldn't have worked if it had been embedded in peranite. Getting to his feet, Diamondhead grimaced. The room left a funny taste in his mouth. It made him feel itchy. He didn't even know that Petrosapiens _could _have itches.

Getting to his feet, Diamondhead sent Argyle a weak glare. Despite having been dropped through several floors, he still wasn't in the mood to fight. Regardless, he sharpened his good hand into a point, for self-defense if nothing else. "_What is this place?_" He demanded. Before he had asked it, Ben had a pretty good idea of what the answer would be. He just hoped that he was wrong.

Argyle shook his head. He tried to stand but his legs buckled, giving out. He forced himself to his knees anyway. "Come now, Tennyson. I know that things are different on Earth, but surely you recognize a prison when you see one?"

It wasn't surprising, but Diamondhead winced anyway. The room was the size of a football stadium and completely, achingly empty. He had thought that Murowa was only prodding him when she mentioned "disposing" of the other Petrosapiens since the Omnitrix could churn them out on command, but he should have known better than to believe that false comfort. Murowa had said so herself: she was a woman of her word. She hadn't lied. All of the kidnapped Petrosapiens were dead.

Diamondhead clenched his jaw, shaking. He felt sick. The rage fueled him, spurring the urge to throw the first punch, but he hated that side of himself. He hated forgetting himself to the fury, hated losing control, hated seeing nothing but red and a target to hit. It was through sheer force of while that Diamondhead didn't put Argyle through the floor for that comment alone. "_You're a Petrosapien_," he spat instead.

The man glanced around and seemed to reach the same conclusion that Ben had. "So are you," he pointed out.

They both made a move at the same time. Argyle launched himself upward, but he barely had the strength to stand, let alone jump. Using a beam of peranite to give himself a boost, Diamondhead dug his fingers into the wall with an unpleasant crunch each time and was quickly scaling the peranite walls. It helped that he could make his own grips and footholds by thinking about it. Although, his diamond-hard human hand wasn't making it much easier or doing him any favors.

It wasn't much of a race. Diamondhead had reached the ceiling by the time that Argyle had even managed to start. As hard as he had been pushing himself during their encounter, it was surprising that he could manage that much.

It took a moment, but Diamondhead found the pipe for pumping Red Sleep venom. He knew that it was the right one because it was see-through, churning with a yellow-tinted gas that instinctively made Diamondhead want to turn and run. He forced himself not to, finding a way to sit on the pipes before turning back to human.

Perched up there, Ben rested his peranite hand on the pipe. It was a very large one, thick enough that he could have laid down comfortably in it. Despite the size of the room, Ben imagined that it wouldn't take long for the gas to read Argyle. For gas, it was surprisingly heavy. It would sink, slowly but surely, and then…

Then it would finally be over.

"Last chance!" Ben called down to Argyle. His throat was tight but he pushed through his personal discomfort. It was necessary. He had already decided. "Just surrender and I can put you back in NRG's suit and this can all be over."

Despite the distance between them, it was pretty much impossible to miss the glare that Argyle sent up at Ben. "Do I need to repeat myself?" He shouted back, still attempting to climb.

Ben sighed. He was disappointed but not surprised. He swallowed thickly and it tasted like bile. "No, you don't," muttered Ben. There was no sense in wasting any more time. He brought his peranite hand down hard on the side of the pipe and did it again, dotting the length of it as more and more Red Sleep venom poured out. His hand was tinged red when Ben finally called it good, but he couldn't feel it. He was hoping that the damage to his body was still repairable, even if the venom had hollowed out holes in his arm and melted away some of what used to be his skin.

At first, Argyle tried to shoot at Ben. Unfortunately for him, it was difficult to aim with a bunch of machinery in the way, not to mention the distance between them. The closest hits struck the pipe that Ben was clinging to and all that did was cause the venom to seep into the room faster than before.

Frowning, Ben craned his head over the side to look down at Argyle, watching him run around like a chicken with its head cut off. There were no doors in the room and Argyle couldn't control peranite without hands — not very well, anyway. He tried to punch his way through the floor but there was a forcefield waiting to meet him. It gave off a little shock of electricity and sent Argyle bounding backward. The gas twisted lower as Argyle grew more frantic. Ben forced himself to watch, much as he would have loved to look away.

It was clear when the venom hit Argyle because he made a noise that couldn't quite be described as a "shriek," but conveyed the same amount of raw terror regardless. He screamed and rubbed frantically at his body with his stumps, only succeeding in rubbing the venom around further. And then he was quiet.

As soon as the screaming stopped, Ben hit the Omnitrix. He was falling before the transformation had even finished and XLR8 hit the ground running. At the speed that he was going, picking Argyle up wasn't hard. It was more difficult to maintain a hold on him, but Ben didn't want to think about why that was. He poured on as much speed as he could and ran up the walls, over the ceiling, and back through the hole where they had come from.

He didn't bother going all the way back up. Once they were clear, XLR8 set Argyle down and ripped a mounted desk out of the wall. The room that they were in looked like it might have been an office and it made Ben sick to think about what sort of "business" was being conducted above a prison like that. But he placed it over the hole to keep all of the Red Sleep venom where it was. As the Omnitrix timed out, Ben's heart was racing from something that had nothing to do with exhaustion, and he turned to Argyle. There was still the issue with the star to fix, and yet…

Argyle stirred. Red slurry was dripping from his body, coating him in a semi-translucent layer that looked far too much like blood. Both of his arms would be ruined. The hands were never going to grow back. And Ben had caused that.

"Why…?" Argyle rasped, as though every breath took effort that he couldn't give. "Why didn't you… let me d-die?" There was something shimmering in his eyes. Ben told himself that they weren't tears, but he didn't believe it.

He started to answer and found nothing to say. At the moment, it had seemed like the less cruel option. But there, staring down at the man he had permanently crippled not only of two of his limbs but his ability to connect with his own planet, Ben couldn't believe that. So he said nothing at all.

It didn't feel like a victory for him. Ben should have just let Argyle die.

It would have been more merciful.

* * *

**A/N: I have nothing to add. Wasn't this chapter fucking **_**wild**_**? Next is our last chapter!**

**Chapter Forty: **_**Move Heaven and Earth**_


	44. Move Heaven and Earth

At some point on the way back to the star observation room, Argyle had passed out. It might have been after Four Arms' first leap up to the floor above, or possibly the second. Either way, when Four Arms knelt to set the man down carefully next to Murowa, he was limp and didn't so much as twitch. The pain that Argyle must be in had to be agonizing. As he stood up, Four Arms found himself coated in a thin layer of sticky, red-tinted goo that he realized was a layer of Argyle's skin that had come off with him. He grimaced but ignored the churning of disgust in his gut. There were still things to do.

The star was growing more and more volatile. Ben wasn't sure how long it would stay small enough to not kill them, but he was sure that it couldn't be long. It hurt to have his eyes open in the room, not to even start on what a terrible idea it would be to look at it directly.

Turning back to human, Ben felt his skin tingle unpleasantly from the light and rising heat. Best case scenario, he left for Earth with a sunburn or a tan, if he was lucky. And the worst-case scenario… Well, Ben was never the type to think about that, anyway.

He fell to his knees at Patience's side, slumping and already soaked in sweat. Having his shirt off didn't help avoid the heat and being coated in a toxic peranite slurry wasn't doing him any favors either. If it wasn't soaked in Murowa's blood, he might have considered grabbing his shirt again to use as a flimsy shield against the heat. "Hey," he said, giving Patience's shoulder a shake. The wound in her chest was fully sealed over, so she had to be okay. Right? "Are you awake yet? We kind of have a situation on our hands."

Patience didn't stir, which was frustrating and worrisome. Ben couldn't just slap her — she was made of crystal. And he couldn't pour cold water on her because he didn't just have a bucket of that stuff lying around. Would it even work on a Petrosapien? He had never registered temperature very well as Diamondhead.

Ben shook her a few more times, knocking her head back against the ground, and let out a sigh of relief when it got a groan from her. Okay. Even if she wasn't awake, she at least wasn't dead. That was more than some others who had sided with Ben could say.

He left Patience where she was and stood. It was starting to get really old, having to rely on people saving him or trying to protect him or telling him the plan. Ben kept his eyes closed as he faced away from the star and yet, it still made his eyes water. He needed to calm down the star, needed to save everyone, but what could he do? What aliens did he have that were powerful enough?

Aside from Alien X, there was really only one option.

A hand wrapped loosely around his ankle, lukewarm against his heated skin and all jagged edges. Starled from his thoughts, Ben nearly cut himself on Patience's hand trying to instinctively pull away. He glanced down and, seeing that it was only her, let out a hard breath. "God, you scared the hell out of me," Ben muttered. He knelt down at her level, seeing as how Patience still looked weak and exhausted. Maybe that stab wound had hit something important. "Thanks. For, uh, saving me. I was worried that you wouldn't make it," he admitted.

She scoffed, letting go of Ben to attempt to push herself into a sitting position. He set his arms around her to pull her up, more out of habit than any real belief that Ben was strong enough to hold Patience up. "Well, after all the time and effort I've invested into you, I wasn't going to let you get dismembered." Patience grimaced, setting a hand over her closed eyes. "Why is it so much brighter in here? Did you…?" Dread sunk into her voice. "_Did you destabilize the star?_"

"It is a pretty bad situation to be in, huh?" Ben looked up with a heavy sigh. "I… think I have a plan. But I don't know if you're going to survive it. Or, Argyle for that matter." He was glad that Patience couldn't stand to open her eyes at the moment. As twisted as their relationship was, he didn't want to have to explain to her that he had crippled her brother for life.

Of course, Patience cursed — loudly. "Well, that was the plan the first time, wasn't it? To kill all of us?" She snapped. When it had been her idea, she had been a lot calmer about the idea of walking into her death. "There's nothing here left to save, anyway. At least you'll survive. That's still more than we could have come out with the first time."

He shook his head. "You're really bad at being optimistic. I… I have an alien form that could do this, but I'm not sure about handling a whole star. I've never tried to manage that much energy at once. And if it backfires, then…" Ben bit his lip. "All of my friends die. And so do a bunch of unsuspecting Plumbers. I don't think that I can do that. I can't just… sign away that many people to their deaths."

Patience muttered something under her breath that Ben didn't catch. Then said, "You didn't have a problem with it earlier."

Sighing, Ben said nothing. He couldn't justify that so he didn't try to.

She sat up straighter and hunched in on herself, thinking or cursing Ben's name or saying a prayer to whatever gods Petrosapiens believed in. He didn't know and he didn't ask. "Does Argyle have a radio on him?" Patience asked finally. "He probably wouldn't have one with a strong signal, but you have a Galvanic Mechamorph unlocked on the Omnitrix so that shouldn't be an obstacle."

Ben's heart lept up into his throat. He could get a radio, call for help, talk to Gwen and Rook and Kevin… He wanted that more than anything.

"Yeah," he said shakily. "Yeah, I can… I'll search Argyle for a radio. Hold on."

He stood and walked away from Patience, following his memory to where he had left Argyle. Thankfully, the man was still unconscious and hadn't moved. As bad as Ben felt, going through Argyle's belongings given the state that he was in, he knew that he didn't have many options. There had been too many casualties already for him to be okay with anymore.

Fumbling with his eyes closed, Ben patted down the bent and torn remains of Argyle's suit until he found a pocket. From it, he pulled something rectangular and mechanical, letting out a sigh of relief as he felt the grooves of buttons and dials.

He turned the dial on the Omnitrix, opening his eyes to little slivers as he scanned his selection for the alien that he wanted. Ben had a few different mechanical aliens that could probably get the job done, but he settled on Upgrade and pressed down slowly on the core.

In a flash of green light that barely registered with the blazing glory of a star behind him, Ben slumped into a new body, void of muscle or bone or blood. The radio was still in his hand. The other, Upgrade noticed, was still solid peranite. Having that attached awkwardly to part of his body made him incredibly uncomfortable and felt lopsided. He almost wanted to try dropping it off of him but was, honestly, _terrified _of what that might do to his chances of getting a functional left hand again.

So, doing his best to ignore it, Upgrade focused on the radio. His good hand melded into it, automatically making repairs and improvements where needed. Had he the facial structure for it, Upgrade would have frowned. He could feel the difficulty that he was having with getting his radio waves outside of the station. Argyle had some impressive barriers in place, but luckily, Upgrade did have _his _radio. He changed the frequency of his broadcast to get around it and could only hope that the Plumbers would try picking it up.

Upgrade sent out burst after burst in every direction, trying to ping on someone that could help. He tried to reach for Gwen's lingering mana signature, but it was so faint when he was Upgrade that it might as well have been nonexistent. He wished that anyone would pick up. _Anyone _had to be better than no one.

Then static crackled in his head and, despite not having lungs, Upgrade held his breath.

"_This is Standard Plumbers Cruiser number five-oh-seven, Brigadier Advitya and Brigadier Doramu of Plumber Sector AC-Three, answering unknown radio signal_," a feminine voice said. Upgrade visibly relaxed as relief washed over him. "_Please state your name and location. We can't get a good read on you, clear."_

"_Hey. Advitya, right?_" Upgrade said with forced cheerfulness. "_Sorry about my location being difficult for you. There's a signal blocker that I'm still trying to work my way around. You might have heard of me, though. My name is Ben Tennyson. I was hoping you could patch me through to Max Tennyson._"

She was silent, probably stunned. It wasn't often that someone on a search-and-rescue mission suddenly received a call from the person they were looking for.

"_Oh, um, of course, sir!_" She said in a rush. "_Apologies. It's a relief to have you back, Mr. Tennyson, sir. We'll have you put through right away. I'm sure that the Magister will be very happy to hear from you. We all are._"

The static returned but, that time, Upgrade wasn't nervous. He wasn't even annoyed by being called "Mr" and "sir," like he was an old man instead of a teenager. It was almost possible to forget the star behind him about to expand and kill everyone within a few hundred thousand miles. He was going to talk to Grandpa Max, and Gwen and Kevin and Rook and—

"_Ben?_" It was Grandpa's voice, exhausted and hopeful in a way that Ben had never heard it before.

Upgrade hummed nervously. "_Hey, Grandpa. Yeah, it's me. Sorry for not calling._"

If Max could tell that Ben was using the jokes to keep from finding out whether Galvanic Mechamorphs could cry or not, then he didn't comment on it. All he said was, "_Ben. Christ…_" He made a noise that sounded like he had _literally _dropped the weight of worlds from his shoulders.

There was clearly a lot that Grandpa wanted to say, but Upgrade, unfortunately, didn't have time for it. He cut Max off right as the man was about to continue, saying, "_I want to catch up as much as the next kidnapping victim, Grandpa, but we have a major problem. Like, kill-everyone-with-a-massive-explosion-of-a-star levels of major._"

Even though Max said nothing at first, Ben could _feel _when he switched from Grandpa to Magister. "_Tell me what we need to do to bring you home_," he said seriously.

Or maybe he could be both.

He didn't have a face, but Upgrade's "eye" crinkled into what was his non-auditory version of a smile. "_Not much, actually. I have a plan, I just need you to send a ship down here to evacuate a few people so that they don't get caught in the blast. Three allies, a prisoner, and…_" Upgrade hesitated. "_...two dead bodies._"

"_Understood._" Max didn't need to pause. He didn't make a noise to signal shock or even disappointment. Ben could picture him nodding resolutely. "_I'm sending Gwendolyn's ship. Now that we have your signal, we'll been able to track it despite the signal being blocked. They'll be there in a few minutes._"

The mention of the word "they" caused Upgrade's internal power source to produce at a higher-than-average rate for a few seconds, but he quickly clamped it down. He was going to see his best friends. "_Okay. Great. Thanks, Grandpa._"

The conversation could have ended there, but Ben didn't end the call and neither did Max. After a moment whether neither of them was quite sure what to say, Grandpa sighed. "_I love you, Ben,_" he said gently. "_It's almost over. I'm so proud of you._"

Ben had his answer. Galvanic Mechamorphs _couldn't _cry, but it was damn tempting to. His ocular sensors even burned as though filling with tears, though he knew that such a thing was impossible. "_I love you, too_," Ben whispered. "_I'll be seeing you soon. I promise._"

It was almost over.

He said goodbye to Grandpa and turned back to Ben before he could convince himself to keep talking. His peranite arm jostled unpleasantly against flesh-and-blood skin. He had missed everyone so much that it actually _hurt_. Ben couldn't wait to get home and put everything that had happened behind him. In all honesty, he wanted to forget that the whole incident had ever happened.

Dropping the radio, Ben walked back over to Patience. He crouched down next to her, glad to see that she was at least sitting up and hadn't gone back to sleep. Thought it probably wouldn't have been easy to do that with the light of a star turning the entire room white and unbearably hot.

"Hey. I called for backup," he said to her. "Gwen's coming, so she'll be able to find Tetrax and Conway. And…" Whatever was left of Popigai's body, unless the other Petrosapiens had already recovered it after waking up from Murowa's attack. "Anyway, they're gonna take you and Argyle. Probably Murowa, too." Ben pursed his lips. "I wouldn't feel right about letting them leave her behind."

Patience let out a snort of laughter. "If you think I'm leaving while _he's _still alive," she spat, "you're dumber than you look, Tennyson. If you can't finish him, that's fine. Just show me where you left him and I'll end this once and for all."

Before she could finish, Ben was shaking his head. "No way," he said firmly. "You're not killing anyone. I won't let you."

Her eyes narrowed. "Do you really want to waste time fighting me over this, hero?"

Despite himself, Ben looked away, grimacing. He really wished that people would stop calling him that so sarcastically. "I don't need to," he said after a moment. "I don't have to fight you. I just have to make sure that you don't kill anyone."

There was a quiet moment where Patience tried to figure out a way to reply, but then the moment was over. The sound of metal tearing sounded from above and, so quickly that Ben barely had time to process it, the Rustbucket III had burst into the room with a flare of mana to clear the way. It hit the ground of the observation room hard, skidding and kicking up sparks and no doubt tearing up the paint job on the underside. Surprised, Ben watched with his mouth hanging open. The ship came in so fast that he was surprised it hadn't shot through another dozen floors.

He stood up, thoroughly confused. Even Patience had been stunned into silence. Ben glanced up at the hole left in the ceiling. How had they even got into the station? Was there a giant hole somewhere letting out all of the oxygen? Had Gwen really just carved through countless miles of steel and wiring to get the ship to Ben without having to slow down?

And they called _him _reckless?

The side door to the Rustbucket swung open and four figures spilled out of it. Three of them rushed forward. Ben thought that the one hanging back might have been Mantle, but he didn't get long to stare, as he was abruptly reminded that Gwen could fly when she was right in front of him in seconds.

"Uh—" Ben uttered reflexively, taking a step back out of surprise. He didn't get any further, because Gwen had tears in her eyes when she wrapped him in her arms.

"You're such a _fucking idiot_," Gwen hissed through clenched teeth. She was quiet, little hitching breaths as she shook with the effort of holding back sobs. Tears dripped onto Ben's neck but he couldn't even pretend to care. "I was so _scared_. Don't _ever _do this to me again."

Ben chuckled weakly and she squeezed him tighter. "I'll do my best," he said awkwardly. He reached up his hands to hug her back, but as soon as he touched her, Gwen jumped back.

He held his hands up in surrender, but it didn't take longer than a second for him to notice what she was looking at. Ben glanced at his peranite arm and winced, quickly hiding it behind his back. "That wasn't—" He started but didn't get to finish.

Kevin and Rook had caught up. Any chance of a happy group hug reunion was ruined. Based on the looks on their faces, both of them had seen Ben's arm too. And, unlike Gwen, it didn't seem like they had known about it beforehand. Seeing it with her own eyes was much different than seeing it in his head.

"What," Kevin said lowly, "is _that_?"

Hesitantly, squirming under their concerned gazes, Ben brought his hand back out. He heard Rook audibly hiss, but didn't look at any of his friends. He stared at his crystallized fingers instead, willing them to move to no success.

"It's a, um, long story," Ben tried weakly. "It's reversible. I think it is, anyway." He was _hoping _that it was.

There was silence between them for a moment until, Ben realized, Gwen started to hum. She was glowing pink through her skin and clothes, looking seconds away from incinerating her body and burning the entire station to ash.

White, pupil-less eyes focused on Ben. "_Where are they?_" Gwen's voice echoed, overlayed with something that sounded low and powerful and dangerous. No one had to ask what "they" was supposed to be.

"Gwen—" Ben tried holding his hands up to soothe her.

"_Don't you start with me, Benjamin Tennyson!_" Gwen cut him off with a noise like a snarl. "_You're filthy, covered in your own dried blood, visibly lost weight — you don't even have proper clothes! — and you've lost an arm because of what they did to you! Tell me where they are. They are going to __**pay**__." _

The way that Gwen said it, it wasn't a threat — it was a promise.

Bending down, Kevin grabbed hold of a piece of the torn-up floor and absorbed it over his body. "You two might want to step back." He waved at Rook and Ben, gaze lingering on the latter before he turned back to Gwen.

Much as Ben wanted to comfort his cousin, he didn't know what to say. He was pretty sure that his presence wasn't helping, since that was what had gotten her so worked up to begin with. He didn't understand. Gwen had seen him get hurt in the past and she had never reacted like _that_.

Rook took hold of Ben's forearm (the non-crystal one) gently, tugging him back several yards and angling it so that his broad shoulders kept Ben from view. Despite that, he got the feeling that Rook wasn't any happier about the situation than Gwen was. They had a moment alone for the first time in who knew how long, but Rook wasn't so much as looking at him. He kept his scowl firmly fixated on a spot above Ben's head. He still hadn't let go of the hold he had on Ben's arm.

Apparently, Rook wasn't going to break the ice. Fine. Ben shifted a few inches to peek around him and watch. Kevin had his metal-coated arms wrapped around Gwen, one hand rubbing circles in her back and the other running through her hair. They were arguing, it looked like, both scowling and exchanging muttered hisses. What they were talking about, Ben had no idea. Even if Gwen was still glowing, at least she hadn't burned through her skin. She let Kevin pull her close, still fighting to hold onto her anger even as her expression softened. He was whispering something against her ear, arms curving to almost cradle Gwen in his hold.

Ben looked away. He didn't want to ruin their tender moment. Also, that was his cousin.

He focused back on Rook instead, who had closed his eyes at some point. Was he not happy to see Ben? Was Rook still mad that Ben had gotten hurt and been unable to help them? His grip on Ben's arm had only gotten tighter.

"Hey," Ben said weakly. He tugged a little on his arm, just to get Rook to open his eyes. "It's, um, good to see all of you again. But we sort of have a situation." He gestured to the star.

At the reminder, Rook grimaced. He wiped his brow with his free hand and it came away damp with sweat. "Yes, I had noticed," he said dryly. It felt so good to hear his voice again that Ben couldn't help but smile. "We will evacuate whoever you need us to. First, I want to know… What happened?" His face creased with concern and guilt, which surprised Ben. For the first time since arriving, Rook really seemed to _look _at Ben. He soaked in the matted hair, pasty skin and hollowed eyes, the blood stains, the torn remainders of clothes. Had he been able to, Ben thought that Rook might have blown up, too. The grip on Ben's arm was released and, as carefully as handling fine china, Rook ran his fingers along the scar where Ben's front stab wound had been. The sensation of touch made him shiver — it had been a long time since Ben felt anything warm. "Last I saw you, Ben, you…" Rook didn't finish. His touch drifted to Ben's peranite arm and his expression hardened. "I thought that you died. _What happened_?"

Rarely had Ben ever heard someone so angry, especially when it was on his behalf. He winced. "Can it wait?" He sighed. He shifted his arm away from Rook, again tucking it behind his back. "I don't want to keep repeating the same story. I'll tell you guys everything, just… can it wait until we're done? I still need your help."

For a moment, it seemed like Rook was going to refuse. He glanced from Ben's arm to his face, then back again, mouth opening and closing like a fish all the while. Then, to Ben's surprise, Rook nodded. It was stiff and forced, but unmistakable. "Alright," he agreed with visible displeasure. "Tell me who we are evacuating. I will pass it along to Gwen and Kevin once they have both calmed down."

Despite what he had just got done saying, Ben arched an eyebrow. "Both of them?" He repeated. "Gwen is the only one crying and threatening to kill people."

Rook bit out a sarcastic laugh. "Yes, _now _she is. I can assure you that the positions were quite reversed while we were searching for you. I was convinced that Kevin would wear a hole through the floor with all of his pacing. It goes without saying, but he will be replacing equipment once we get back to Earth. He spent a fair amount of time punching things and cursing."

Usually, Rook liked to take the moral high ground, but his tone didn't sound judgemental. Ben was struck by the thought that, though Rook didn't say it, some of that equipment had probably met the business end of the Proto-Tool. Or, hell, even Rook's bare claws depending on how upset he had been. There was a vivid memory of Conway reaching for him, Rook at Ben's side and gripping him like a lifeline with bared teeth and slit pupils.

Ben shook the thought away. He had to stay on task. "I was with Tetrax and Conway a while ago. They should still be on here. Gwen can probably track them. And Popigai was with me, but…" He trailed off, swallowing the lump in his throat. He had to look away from Rook before he could finish. "Popigai didn't make it. I'm sorry."

Silence fell between them. Ben could hear Rook's thoughts whirring. Shock, then anger, and grief, followed by understanding. He knew that Rook wouldn't blame Ben for it, but that didn't mean anything. No matter how forgiving, Rook hadn't _been _there. It could only be Ben's fault that Popigai had died. If he hadn't needed to be saved, it wouldn't have happened. Rook wouldn't have lost a friend.

Before Rook could formulate a response, Ben continued. They didn't have time to grieve. There were more important things than the guilt that made Ben's chest tight and his throat constrict. "I need you to get Patience out of here, too. She's hurt. And so is Argyle. He's, um, alive. Murowa… isn't, but I want you to take her body anyway."

There was another shot of guilt, though it still confused Ben. He knew what Grandpa and Rook would say — that Murowa was better dead than alive anyway, that it wasn't Ben's fault if she had chosen to risk her life for his, that she probably would have used that to get a "favor" or some sort of debt from Ben had it not killed her. They would say that there was no reason to miss her and no reason to be upset at her passing. And they would be right. But no amount of reasoning was going to get rid of the one emotion Ben didn't want to acknowledge: _regret_.

Taking a deep breath through clenched teeth, Rook nonetheless nodded. "Alright. We can do those things. But we will be talking about what happened as soon as you are safe and in a medical bay," Rook said firmly.

He didn't like the dotting and concern, but Ben smiled anyway. It was just nice to work with Rook like they were still partners, instead of… _not_. "That's not all we need to talk about," Ben added. It was too much to get into at the moment, but he knew that he needed to talk to Rook. Being angry and petty, after everything that he had been through, seemed so exhausting. Ben couldn't keep doing it. "I'll get Gwen and Kevin to break it up. Then I'll see you guys after I'm done taking care of that." He jerked a thumb toward the star.

Starting off, Ben was surprised when Rook again grabbed him by the arm. It wasn't as desperate as before. Contemplative, almost. He let go quickly, frowning at Ben. "And what, exactly, is your plan for _that_?"

It felt so good to be doing stupid and dangerous things that had a low chance of success again. Ben grinned. "You'll see. Trust me, it's going to be _awesome_," he promised. Before Rook could stop him a second time, Ben turned and darted toward where Gwen and Kevin were still wrapped in each other.

Gross, but whatever. Ben was sure that if he had a girlfriend, he would do weird and affectionate things like that, too. Besides, Ben was sort of used to it. Gwen and Kevin had been giving each other heart eyes since the day they became a team. He had learned to ignore it.

"Hey, guys," Ben interrupted. Both Kevin and Gwen look up at the same time. Thankfully, his cousin wasn't glowing anymore, so at least Kevin knew what he was doing. "This reunion has been great, seriously, but we still have—"

He was cut off when Gwen flung herself against him. Not a moment later, Kevin joined, wrapping his arms around both of them and squeezing so tightly that it actually made it hard to breathe for a moment. Ben thought to protest, but he felt Gwen weak against him and Kevin's unshaking support and let himself have a few moments with the most important people in his life. He relaxed, trying to get his arms around both of them. Kevin tensed at the feeling of Ben's peranite hand but, instead of panicking like Gwen did, let out a breathless laugh.

"You two are going to give me fuckin' grey hairs before I'm thirty," Kevin muttered. But he pressed a kiss to the top of Gwen's head and pulled Ben closer, so he probably wasn't upset.

Ben bit back a smile. "'Least your car hasn't been destroyed yet."

There was a soft huff as Gwen giggled, before things between the three of them went quiet. It wasn't awkward, though. They were saying everything that they needed to just by standing in each other's arms. For a moment, Ben thought about including Rook in their group hug, but… not yet. They still needed to talk, and Ben wasn't sure if Rook would even be comfortable hugging them all.

Finally, Ben was the one to pull back. He kept one hand around Kevin's back and the other on Gwen's shoulder, looking at them both seriously. "I need you both to go with Rook in the Rustbucket. I already told him everything, so he'll tell you guys what to do. After that, I need you guys and all the other Plumbers to get as far away as possible as quickly as you can. I think I know how to handle this star, but in case something goes wrong, I don't want you all caught up in it." He wasn't that worried. Now that he had warned them, their chances of survival were a lot higher, considering that their ships could travel faster than light.

Neither of them seemed happy, but Gwen nodded. Years of working together had taught her not to try stopping Ben when he got something insane into his head. "Okay. Just give us a few minutes before you do your thing, alright?" She hugged him again, briefly, and pulled away with a smile. Instead of tears in her eyes, there was hope.

Kevin punched Ben in the shoulder. Or nudged him, rather, because there was practically no force behind it. He reached up, ruffling Ben's hair. "Don't do anything _too _suicidal. If you die now, Tennyson, I'll never forgive you." And the way that Kevin spoke, Ben knew that he meant it.

"I love you guys, too," Ben said fondly. He glanced over at Rook. "Now you all need to leave. Argyle and Murowa are over there, and Patience—" He looked to where he had left her and held back a groan. Of course she was gone. _Why couldn't anything ever be easy? _He cursed. "God, I don't even—! I'll find her, you guys just get Argyle and Murowa onto the ship. Don't take off 'til I bring her back. It'll be quick," he promised. Without waiting for their responses, Ben jogged off. How did he miss a giant chandelier walking away?

His first thought was to look by Argyle. Ben hurried over to him, hoping that the man was still alive, but he didn't have to get very close to see the rise and fall of his chest and the way he was shifting in his sleep. If nothing else, Argyle was alive. Despite himself, Ben relaxed, though his frown stayed. All Patience ever seemed to talk about was killing Argyle. If she wasn't with him, there where could she have run off to?

On a whim, Ben continued straight ahead from where he was. He was worried about the star, but it wasn't burning his eyes out of the sockets yet, so he figured that it wasn't any worse than it had been a while ago. Things that massive usually took a while to have any change happen, which was a blessing.

It wasn't until Ben had gone far enough that he could no longer see his friends that he finally ran into Patience. Literally.

He hit something hard and immovable, stumbling back. Ben nearly fell flat on his ass, but righted himself at the last moment. A good thing that he did, because Patience didn't even flinch, let alone move to catch him.

She was facing directly ahead, inches away from the window protecting them from a swift and painful heat death. Her face was scrunched up, either because she was thinking of something unpleasant or because the brightness was hurting her eyes. It didn't strike Ben as a good idea to be staring at a star that was so close to them, but he wasn't about to tell her to stop. It was clear just by the way she was holding herself that the wrong word would be enough to set Patience off. Maybe she would punch a hole in the window and kill them all.

Of course, Patience wasn't going to break the ice and acknowledge him, but Ben didn't let that deter him. Inwardly, he sighed. _Nothing could ever be easy_.

"Hey, Patience." He tapped her, getting the slight clinking sound of his finger against crystal but not earning a reaction. "You know, you have to go. You saw my friends arrive, didn't you? They're going to take you somewhere where you won't die when I blow this whole place up. Then you'll probably get to go back to Petropia and start rebuilding. That will be fun, right? You'll be in charge again." Still, nothing. She didn't so much as blink.

It was tempting to get mad at her. Ben really didn't have the time or the tolerance or the energy to deal with whatever was making her so unreasonable. He was exhausted and injured and, at the moment, she was a huge roadblock standing between him and getting home. He refused to let anyone else die, so leaving Patience wasn't an option.

Scowling, Ben lifted his hand to the Omnitrix. Diamondhead or Four Arms could probably move her. Hell, even Humongosaur if Ben felt like going all-out. He could have her in his arms and shoved into Kevin's ship in no time.

But that wasn't really a solution. That was just forcing the result that Ben wanted.

He struggled for a moment, then sighed, lowering his hands and looking up at Patience. _Really _looking at her. Eventually finding the words, Ben managed, "Why didn't you kill him?"

At the very least, it got a reaction from her. Patience looked over at him, taken aback, then scowled. "What are you talking about?"

As if she didn't already know. Somehow, Ben resisted the urge to roll his eyes. He scraped together his self-restraint and kept his expression neutral. "Argyle. You walked right by him to get here and you didn't even touch him. The entire time I've known you, your only goal was to kill this guy. So why didn't you?" He explained.

Patience blinked down at him, looking like she would rather be anywhere else. "I don't have to explain myself to you," she settled on finally. "Get going, hero. You have a star to stop and lives to save. Just leave me."

"To what? Get yourself killed?" Ben snapped. His tone surprised even himself and earned a wide-eyed stare from Patience. He didn't care. Sure, it didn't involve hitting things, but venting his frustration sounded like a damn good idea to Ben at the moment. "Goddamn it, do you think this is a competition? Even with your stupid plan to turn off the fusion drive, you were convinced that your only way out was some worthless suicide mission! This isn't your grand finale, Patience! This isn't a blaze of glory that they'll sing songs about and write into the history books! You aren't meant to be a hero so would you please just stop trying and _leave_?"

She whirled around to face Ben fully, towering over him with a snarl. "Are you insinuating that I'm only doing this for _attention_?"

Ben shook his head. "No, I'm saying that you're doing this to make yourself feel better. You want so badly to be the hero in this story. Well, I hate to break it to you, but you're not! I don't know why you didn't kill Argyle, and I don't care, either. I just want you to get out of here so that you don't end up dying when this whole place comes apart!"

Stubbornly, Patience clenched her jaw. Her eyes narrowed. Ignoring the rest of what Ben said, her only reply was, "You don't have to be a good person to be a hero."

He didn't miss a beat. "You don't have to die to be a hero, either," Ben shot back.

That shut her up. Patience opened her mouth and closed it, then opened it again and was quiet. She broke their locked stares, glaring at a point over Ben's shoulder instead. He gave her a few moments to collect her thoughts and didn't have to wait long. "I don't really want to be a hero," Patience admitted. "I want to be… better than I am right now. It wasn't like this before Argyle… before he was, well…" She grimaced. "I used to be a better person. I used to be better than— _this_." She gestured hopelessly around them and slumped into herself. "I thought that killing him would be what I needed to get back to where it was before, but I can't even do that, apparently."

He was quiet at first but then, expression softening, Ben said gently, "You should go. Really. There's no reason to die here. You're not done just because he is, Patience."

Against all odds, she nodded. Still refusing to look at him, Patience nonetheless straightened. Instead of determination in her eyes, there was something that looked like acceptance. "Yes. I suppose you're right."

She turned and left. Just like that, without another word. Ben thought about following, to make sure that she actually got into the Rustbucket and left, but he decided against it. He had a funny feeling in his gut that everything was going to work out. Somehow, even after everything, it would be okay again.

A minute after she was out of sight, Ben heard the whir of the Rustbucket's engines starting up again. He didn't actually see the ship when it left, but he heard the noise of the walls being busted down again and couldn't help but smile. His friends were crazy, no doubt about it, but he wasn't sure where he would be without their help. Ben took a moment to stand there, his chest tight with affection. Maybe they could all get a smoothie together, back on Earth.

He gave it another minute before turning to the Omnitrix. The timing would be close, but Ben was pretty sure that what he wanted to do would take a while, anyway, and he wanted to get it done before the stabilizing machines gave out entirely and the star was too out of control for him to handle.

Turning it on, Ben flipped through to the alien that he needed: Atomix. He controlled nuclear energy and that was what powered stars, too. Of course, Ben had never field-tested it on such a large scale, but there was no time like the present. He pressed down on the core.

Like with becoming NRG, Ben felt energy bubbling from inside of him, melting his bones and muscles and skin. The enormous containment suit followed, caging him in. Instead of a prison, it became a relief, soothing the near uncontrollable urge to release as much energy as he could. His crystal hand dissolved alongside everything else and Ben felt relaxed in a way that he hadn't been since he first got kidnapped. With near limitless power came confidence. Nothing could hurt him. And he refused to let anyone else get hurt, either.

The star pulsed with thrums of energy that pulled on him. Atomix didn't have to squint to look at it — he took in the star in its full glory. It felt familiar. Like coming home.

God, did he want to go _home_.

With a light tap of his foot, Atomix propelled himself into the air. Floating above the ground, he closed his eyes. It was hard to feel for other sources of energy with a star so close, but he did feel something. It wasn't far, relatively speaking. Everything was close when considered relatively.

"_I'll have to get my hands dirty for this,_" Atomix muttered to himself. He reached up and grabbed the head of his containment suit, neatly twisting it open with a slight hiss. His true form crawled out and the empty, lifeless metal husk dropped to the ground with a clang.

His human consciousness drew his formless mass of energy together into something that loosely-resembled a body. Atomix ran his hands over the belt around his waist, fingering the Omnitrix idly. He knew that, had he looked into a mirror, he would have looked like Ben. Green and swimming with skin made of energy, but Ben. He wondered if Gwen would have appreciated that, the closest that he would ever get to looking like an Anodite.

He took a deep breath even though he didn't need to and, in an instant, went from motionless to traveling at the speed of sound as he crashed through the viewing window. The force of it sent the entire thing shattering, reinforced peranite sliding out of the frame and twisting into the vacuum that surrounded the star. Atomix didn't hear it, barely even noticed. He was traveling faster than sound, nearing the speed of light when he came to a near instantaneous stop right in front of the star.

He could reach out and touch it, if he wanted to. The air around it crackled and twisted with the intensity of the heat. Even Atomix felt it, tingling against his body. The star surged again and grew, enveloping him. It was, ironically, cooler inside the star. Although, saying it was "cooler" in relation to a star wasn't saying a lot. Transfixed, Atomix reached a hand out to try touching the plasma swarming him. He couldn't get his hands around it, of course. Ben had never been inside of a star before but, to Atomix, it felt right. He knew what to do, impossible though it seemed.

Holding his hands out in front of him, Atomix tried touching the plasma again and succeeded. Green spread from his fingertips and to the surrounding heat, until he had made himself a little bubble inside of the star. And then Atomix pushed his influence further, calling the mindless energy to him, under his influence. It spread like ink to water, more and more, further and further. The power only seemed to go up and there was no limit. There was the lingering feeling that he ought to be overwhelmed, but he wasn't. Atomix pushed himself deeper into the star, reaching out to it with all of his might.

There was no star by the time he finished — there was only Ben, powerful and limitless.

When Atomix pushed again, he wasn't pushing his force of will. He pushed at the energy surrounding him and the green star obeyed. Dimly, Ben knew that he had completely destroyed the wormhole device keeping the star contained, but then again, that was his intention. The star surged and he was right along with it. He barely noticed the space station being swallowed up as he grew. He felt gentle taps against the star's surface from whatever didn't burn before reaching him, but that was all. Nothing stopped him. In a few seconds, there was no station. Not anymore. Still, Atomix pushed.

His size grew dizzying, but the energy became easier to control when it wasn't compacted right on top of him. Atomix barely held it together. When he was done, he didn't know how big he was. A hundred miles across? A thousand? The numbers were so, _so _similar in the grand scheme of things that he didn't think that it mattered.

It was difficult to focus on anything outside of his endless energy, but Atomix managed. He found that same star from before, remembering the way it felt. It was bigger than he was, but not by much. For what he wanted, it would suffice.

Atomix forced himself to move, dragging the mass of a star along with him. It was difficult to start, but once he got himself going, it was harder to stop. A distance of hundreds of millions of miles was crossed in what felt like a minute but was, in reality, probably closer to an hour. He could feel it, the way that the energy was weighing on him. His consciousness was spreading thinner and it was hard to tell where Ben ended and the star began.

He had to remember soccer in the summer: muscles burning and lungs heaving and soaked with sweat, exhausted but satisfied. He tried to imagine that he had a tongue, to recall what smoothies tasted and felt like. And most of all, he thought of Rook tracing the scar on his stomach, Gwen clutching him like he would die if she let go, Kevin ruffling his hair. All experiences that were exclusive to being solid. Being human. There was nothing wrong with a little bit of humanity.

Technically, Atomix never arrived at the other star. He got close enough that its gravity began pulling on him insistently, tugging on his star's mass until it was shaped more like an oval than a sphere. He pushed himself in the other direction slowly, carefully. If he removed his influence entirely, the star would burst into its true size and Ben could do without the mess.

He let the energy slip by him, as gently as a running stream, and felt chilled when his body broke the surface. With his wrist still embedded in the green star, Atomix floated forward to follow it. He had the ridiculous urge to shush it, as though it was a pet. He could see the stars in front of him, both utterly silent. Mass and energy curled around the bigger one like a ring, gradually sinking into it. The bigger one grew, puffing up like a balloon as it turned from yellow to red and then to a bright, vivid blue. Atomix pulled his influence back, desperately struggling to fit his mind back into a confined body without feeling claustrophobic. He didn't even have skin and the sensation made him want to claw his way out of it.

What was left of the star slipped free from Atomix and he drifted back to watch. He had never seen something so violent or graceful in his life. The matter of two stars slammed into each other, their surfaces rolling and cresting with waves thousands of miles tall, but they sank into each others folds as though embracing like lovers. Looking at them, Ben wasn't sure how he felt, but he suddenly understood that things would be okay.

He had done it. He had saved the day. Just like a hero ought to.

Had he a body, Ben might have felt exhausted. Atomix only registered feeling low on energy, but that was to be expected. With the high of an entire star came a depletion low the likes of which he had never felt before.

In the distance, a spaceship gleamed. Even without being able to make out the details, Ben knew that it was the Rustbucket. What else would it be? He managed a tired smile. He might have gone to meet them, but he couldn't muster the will to move. Even waving felt like an impossibility. Atomix had limbs made of energy — how could they feel _heavy_?

It seemed to take both forever and no time at all for the Rustbucker to arrive. Atomix didn't have a great sense of time passing, which he was thankful for. If he thought too much about how long he had been floating there, alone in the desolate voice of space and barely holding himself together, Ben wasn't sure if he would be able to handle it.

The Rustbucket pulled up alongside him and he glanced briefly at the window to see Gwen smiling at him. She still looked worried, but she was safe. They were all safe. The crushing relief nearly sent Atomix collapsing in on himself.

The airlock slid open and he managed to drift toward it. Grasping the edge of the frame, Atomix slipped inside. His touch left the metal distorted and blackened. As soon as he was in the ship, the door snapped shut behind him. His feet touched the metal floor and his legs immediately gave out, devolving into mush that clung to him as Atomix collapsed into a puddle of his weakened body. He forced himself to hold out, just a few moments more, until he heard the ship _ding _to signify that the air level in the room was stable.

As soon as it was, there was a green flash and Ben winced as he hit the floor on his stomach. His legs and arms felt like jelly, but he panted and sucked in greedy gulps of air as though he had never had lungs before. And, if he was being honest with himself, there was a moment back there where Ben had actually forgotten what it was like to breathe.

He tried pushing himself up, but found arms around him, lifting him with ease. Ben registered that it was Kevin (somehow, he had missed the airlock door opening) and went limp in his arms, gripping him back just as tightly. Gwen didn't hesitate to join them, tucking her face against Ben's neck and pressing her fingers to the pulse in his wrist. If she needed the reminder that he was alive, he couldn't blame her. A part of Ben still felt as though he needed it, too.

Rook lingered in the doorway. He hesitated, averting his eyes uncertainly. It was, surprisingly enough, Kevin who said, "Hey, don't think you're getting out of this. Get your ass over here before I drag you, Rook."

His eyes snapped to Ben and there was a guilty clench in his chest as he watched his ex-partner shrink in on himself with discomfort. "I am not sure if—" He tried, but never finished.

At that moment, Tetrax stepped behind Rook, clapping a hand on his shoulder. There was a grin on his face, though it faded when he took in the state that Ben was in. "I'm not interrupting, am I?" He asked.

He was, but Ben didn't care. He squirmed free of Gwen and Kevin's hug to throw himself at Tetrax, almost managing to get his arms around the man's torso. "Tetrax! You're alright!" Ben stepped back, beaming up at him. "I was worried that you and Conway got caught up in the blast." He hesitated, looking at the cabin around Tetrax, but it was only the five of them. "Where is he? And Popigai, is he…?"

Tetrax set his hands on Ben's shoulders, grimacing. "Conway and Patience both went to separate rooms. They needed some time alone, understandably so. But Conway wanted me to tell you that he's glad you're not dead. As for Popigai…" He winced. "We have him, but you don't want to see him, Ben. His head is, um, well… half-gone."

Despite himself, Ben flinched. He had watched Argyle crush his skull and, yeah, he definitely didn't want to see that again. It hadn't been pretty or pleasant.

The good mood had wilted but, forcing a smile, Gwen grabbed hold of Ben's functional hand and tugged him forward. "Here. We have video links and I think Grandpa will be happy to see you. There's someone with him that was really worried," she teased.

"Who?" Ben asked, confused even as he let Gwen ease him down into a chair in front of a screen. He was surprised by how good it felt to sit down, relaxing as his aching thighs finally stopped protesting. She gestured at Kevin, who reached into one of his storage cabinets and pulled out a blanket. It was handed to Ben and he wrapped it around his shoulders gratefully. "He didn't bring my parents, did he?"

Gwen smiled more genuinely, but shook her head. "No. He did tell Carl and Sandra. It's not like they didn't notice when you didn't come back on schedule, but they aren't here. They'll be glad to hear from you, though." She leaned over Ben and tapped a few commands on the keyboard. The screen blinked to life and the ringing of a phone started as they waited for their call to be answered. She stepped back and Ben swallowed the nervousness threatening to choke him.

On the second ring, the call was picked up. The screen blinked to life and, to Ben's surprise, it wasn't Grandpa that he was looking at.

"_Azmuth_?" His jaw dropped a little, but then Ben grinned. The Creator of the Omnitrix was standing on a Galvan-sized hoverpad, positioned close enough to the camera to take up most of the screen and looking severely unimpressed. "Aw, were you worried about me? I'm flattered. You dropped all of your important science-y stuff for me."

As was so common when he was talking to Ben, Azmuth scoffed. "_I've been worried about my creation, not you. You overloaded it so badly that you nearly maxed out the monitoring instruments that I have. I'm amazed you're still alive. Emergency alerts have been going off practically non-stop. What have you been doing with the Omnitrix, beating it against rocks?_"

Ben couldn't help but grimace. "Yeah, um, about that. See, it's a funny story." He held his arm up for Azmuth to see and whatever he had been about to say died on his lips. "I swear this wasn't my fault. Is it, uh, reversible by any chance?"

Hearing that, Azmuth blinked. He looked to Ben incredulously, as though he had never heard a question that stupid in his life. Azmuth took a deep breath. "_I am the smartest being in three galaxies,_" he muttered, more to himself than Ben as he rubbed his temples. Then, focusing back on his Champion, Azmuth said, "_Even after all the fail safes I've implemented to avoid genetic damage, you somehow managed to corrupt your entire lower arm. I'm rerouting this ship to your location and you'll have to be taken to Galvan Prime for immediate treatment. It should be reversible._" He paused. "_...in theory, at any rate._"

"In _theory_?" Ben repeated. "Well, that's reassuring!"

"_It's not like this has ever happened before!_" Azmuth snapped. "_I swear, of all the idiotic, careless, asinine things you could have done—!_" He moved off-camera, continuing to mutter and curse Ben's name. His talking grew quieter and further away until it was gone entirely.

Amused, Ben quirked his lips into a smile and chuckled faintly. Turning to Gwen and Kevin behind him, he said, "I've never seen him so angry before."

Kevin narrowed his eyes. "I don't blame him," he said darkly.

Flashes of Kevin's mutation on the satellite, how ruthlessly he'd killed Diavik, how _overwhelming _his anger had been, made Ben wince. He was thankful when Gwen spoke up because he didn't know how to reply.

"He's just been worried about you," she sighed, elbowing Kevin pointedly in the side. "We all have. He covers it by being mad. It's not like Azmuth is upset with _you_."

"I know." Ben waved away her concerns. "He's really bad at pretending not to care. He acts like it, but I'll get to Galvan Prime and have the best doctors available and Azmuth will give me a bunch of attention while still complaining about all the better things he should be doing." He snorted, but there was a fond smile on his face.

Before anyone else could add in, there was movement from the screen. Ben turned back around and grinned when he saw Grandpa Max adjusting the camera to focus on him. "_Ben_," he sighed when he saw his grandson. The tension visibly left his body as he relaxed. "_I'm glad to see you're alright after that light show, though Azmuth seems a little the worse for wear._" He chuckled good-naturedly.

Playing innocent, Ben shrugged. "I don't know what got into him. He's always like that."

Grandpa laughed. The sound caused Ben to relax, affection making his chest tight. He couldn't believe how much he had missed everyone. He wished that he was with his grandpa so that he could hug him.

"_Still—_" Max started, but never finished.

There was a loud clatter from down the hall and Ben was automatically on his feet. "Sorry, Grandpa," he said as a second-thought. The sound of pounding footsteps and twisting metal had most of his attention. "We have a situation. I'll call you back." He hung up as Grandpa was protesting, dropping the blanket to hover a hand over the Omnitrix. Gwen's hands were glowing with mana, Kevin had absorbed the steel floor, Rook had his Proto-Tool in his hands, and Tetrax's arms were spikes.

Somehow, he wasn't surprised to see Argyle come pounding into the cabin. He looked taken aback to see all five of them standing there, but merely narrowed his eyes and clutched what was tucked into the crook of his arm closer. Ben recognized it to be Murowa's body, wrapped politely in a body bag with only her hair sticking out from where she had been jostled during the sprint.

"Getting sloppy," Argyle panted. "Just because I can't influence peranite doesn't mean that normal handcuffs can hold me."

Gwen growled and made a move to lash out, but Ben put his hand on her arm and gently lowered it. For some reason, she let him. No one attempted to attack Argyle as Ben stepped forward. He even held his hands up in surrender to show that the Omnitrix wasn't activated and he wasn't trying to start a fight.

"Argyle," Ben said firmly, but not unkindly, "stop this. You've lost. You have no powers, no arms, and no secret life to fall back on. Even if you can kill all of us and escape, you won't be able to go anywhere in this galaxy without being a wanted man. The Plumbers will never give up on your capture and you know that." He took another step forward and, when Argyle's only response was to glare, took another one. "This is pointless and you know it. You just don't want to admit that you lost."

And, to Ben's surprise, Argyle actually looked contemplative. He frowned, glancing at the five of them in turn. "Maybe you're right," he said carefully. Argyle lost his fighting stance, though Ben was the only one to relax. He ignored all of them, glancing down at Murowa awkwardly clutched against his chest. Giving her body a faint squeeze, Argyle bent over and muttered something against her ear. Whatever he said, Ben would never know.

Looking back up at Ben, Argyle flashed a wicked smirk. "I'll always wish that I could have managed to kill you," he hissed. Then he turned his body and tossed Murowa as hard as he could.

Alarmed, Ben automatically moved to catch her. He had to jump, but managed to knock the body with his good arm and catch it against his chest with his peranite one. The action nearly caused Ben to tumble over, had it not been for Rook grabbing his shoulders to keep him standing upright.

Ben barely noticed. He looked up from Murowa's body just in time to realize what Argyle was doing. "Don't—!" He shouted, but it was too late.

The airlock had been left open and Argyle threw himself against the second door, the one that let out directly into space. Even without peranite manipulation, Argyle was a lot stronger than steel. It tore like paper beneath him. Alarms sounded as air was swiftly sucked out into space. Ben flew off his feet, refusing to let go of Murowa's body, and the only reason he didn't go flying out the door was because Rook had yet to let go of his shoulders.

Gwen threw up a mana shield just in time for Tetrax to smack into it. Fumbling for the door release, he pulled it hard enough that it sparked and whined. Regardless, the door slid into place to cover the ruined airlock and, panting, Gwen released her mana shield and sagged to the floor.

She wasn't the only one. Kevin moved over to set a hand on her shoulder, catching his breath before helping her back up. Ignoring them, Ben darted up to the heavy airlock door and tried peering through the viewing window in an attempt to see if he could spot Argyle.

"_No_," he whispered. Another person had died. Argyle had just killed himself and Ben had _let him do it_. He whirled on Kevin, gesturing frantically to the door with his free arm. "We have to go back and get him! He could still be—!"

"Ben." Tetrax set a hand on his shoulder and his jaw snapped shut. Saddened, Tetrax could only shake his head. "I'm sorry, Ben. Petrosapiens can't survive in space without a suit. There's no point in going back. There won't be anything to find," he said gently.

For a moment, Ben said nothing. He tried opening his mouth several times but, on each occasion, nothing came out. He looked down at Murowa's body bag. Ben didn't want to see a corpse, but he ran his hands over the cover, feeling the curves of her face. Dead. He was holding a dead body. There was another one somewhere on the ship. And a third one had been swallowed up by that star when Ben destroyed the station. Yet a fourth one was floating just on the other side of thin steel walls, probably still warm.

"_Fuck_." Ben wiped his eyes with his good hand, but that didn't stop more tears from following. He sniffled softly, hitching out a weak sob. "Fuck!"

Gwen hugged him first. Someone tried to take Murowa out of his arms but Ben refused, clutching her tighter and curling in on himself as he cried. He was shaking with the force of his sobs when Gwen lowered him to the ground, running a hand through his hair and shushing him softly. He felt the blanket again placed around his shoulders and gripped it with his free hand, hard enough that his knuckles were white and his entire arm was shaking. Kevin settled in on his other side, saying nothing, but Ben broke when he felt Rook press against him from behind and hold him just as tightly as Gwen and Kevin were. He didn't think that he could manage to cry any harder than he always was, but Tetrax knelt down in front of Ben to pull him in and all he could think about was how hard it was to breathe, how _awful _he felt.

For the failures, for the losses, for the struggles, and especially for the sacrifices, Ben cried. Even long after he had wrung himself dry, he huddled closer to his friends and cried. But he had won. Despite everything, it was over.

Ben was going home. And that was, perhaps, what made him cry hardest of all.

* * *

**A/N: ****I'd like to give a special thanks to my top commenters: ****noodl3Gal (AO3), entity9silvergen (FF), Bloody Monthly (AO3), ****Anon (AO3), and ****PipeDreamPrayer (AO3)! Comments mean so much to me and all of yours have been such a delight to read. I'm always looking forward to hearing from you all!**

**I hope that finale was as good for you guys as it was for me! The epilogue for this fic will be posted on **_**April 19th**_**, a Sunday, to commemorate the one-year anniversary of this fic. Thank you all so much for the support!**

**I leave my faithful commenters with two questions: 1) Do you have any questions or loose ends that should be tied up in the epilogue? Maybe just something that you want to see? 2) If I made a "behind the scenes" bonus chapter going over some of the writing of this fic and discussing my planning and early ideas, would anyone be interested in that? If I did that, I would include a Q&A, so if you want that, feel free to include questions. **

**Thank you all for supporting me through this!**

**Epilogue: **_**All Things Considered...**_


	45. EPILOGUE: All Things Considered

**A/N: I had no intention of this epilogue being as long as it is when I started writing. It ended up with eight parts so I'm going to quickly summarize what each part covers if you want to skip around. I wouldn't recommend doing that, but if it helps you get through 30k words, then feel free to. Taking breaks if you need to is also encouraged.**

**1) Azmuth begins treatment for Ben's arm, though the kind of help that he really needs is more emotional than physical.**

**2) With their stories coming to a similar ending, Tetrax offers some parting words that relate to him and Ben both.**

**3) Things with Kevin are the same as ever, but Gwen has some tough advice to give Ben and she won't be taking no for an answer.**

**4) Forgiving is hard but, for Rook, Ben is willing to try.**

**5) Ben still has some parting words and a few goodbyes to give, and he isn't the only one.**

**6) It's the day of the funeral and Ben is finally starting to understand what starting over and moving on is really all about.**

**7) There are many different kinds of forgiveness — and they can come from the most unlikely of places. **

**8) It's time to go home. For Ben, for the time being, it's finally over.**

**There will be a longer author's note at the end. For now, please just enjoy the epilogue! The past year I've spent writing this fic has been amazing and, to all of those who have supported me, I can't thank you enough.**

* * *

**_PART ONE_**

Ben wasn't entirely sure what to call the room that he found himself in. He couldn't even say that it looked "high-tech," because he was aboard a Galvan mothership and every square inch of the damn thing looked like it was made of CGI leaps and bounds ahead of anything Earth could achieve. And it was very green. The color should have been comforting, but it wasn't. Nothing felt very comforting. There was a hole, like a chasm had opened in the pit of Ben's stomach and every time he swallowed he could feel it cramping and twisting his insides.

He had been given a too-big shirt to wear on the Rustbucket, courtesy of Kevin's back-up stash just in case he needed it after a fight. So Ben sat on what he thought was an examination table, bare-footed and coaxed in a layer of grime, dried sweat, and brown blood. Kevin's shirt hung down to his mid-thighs, covering his shorts when Ben stood, and the sleeves were too long. He curled his fingers into the hem of the shirt, plucking at the loose threads absently. Even his nails were blackened and caked in blood. The sight of himself made Ben grimace. He was glad that there wasn't a mirror. He knew that the bags under his eyes had to be purple bruises by that point, that his hair would stick in a thousand different ways and be clumpy with blood, that he would look pale and skinny. He would look like someone that could be knocked over in a faint breeze.

And Ben didn't want that. He had spent so long pushing, so long proving to himself that he could do it… He refused to acknowledge any weakness, not after he had finally succeeded.

It didn't feel like a success. Ben felt like a part of him had died back on that satellite.

He kicked his legs back and forth, flexing his toes idly. It was sort of interesting to just… sit there. And breathe. And not think. To do nothing but watch his human body move. There were so many little muscles, Ben thought. All of his aliens had complex anatomy, but he had never really paused to appreciate being human. Or being human without being in pain, which had become a rarity over the… however long it was since he had been kidnapped by Murowa. Ben wasn't sure that he wanted to know, exactly. It was as if knowing somehow made it real. He ignored his peranite hand, limp at his side, and focused on wiggling his toes.

The door to the room (Ben was starting to think that it was a medical examination room) slid open with an automated hiss. When Ben got near anything, it all shifted to accommodate his larger size. He had no idea how Azmuth had worked out technology like that, but the effect was sort of comical, to watch the Creator of the Omnitrix, self-reported smartest being in at least three galaxies be dwarfed by his own ship.

Azmuth, of course, saw no humor in it. But for once, Ben wasn't cracking jokes. He said nothing, waiting in silence as Azmuth's hoverpad levelled itself with the examination table. There was a level of urgency to his actions that Ben wasn't familiar with seeing first-hand. He hadn't expected Azmuth to be so… concerned? Frustrated? Perplexed?

Whatever it was, it was keeping Azmuth even more straight-faced than he was normally. He came up to Ben's side and touched a hand to the peranite crawling up over his human skin. There were many small devices with him, but Ben didn't ask what they were for or what they measured. He pursed his lips and sat through the discomfort as Azmuth used a machine to chip a piece of the peranite off and draw blood from where the crystal was just skin-like enough that Ben could still feel it.

They were both silent for what felt like a long time. Ben studied Azmuth's face, pinched with frustration and steely-eyed. It was sort of hard to tell what Galvans were thinking, but thanks to his time as Grey Matter, Ben felt that he had a better idea than most. Azmuth made near-silent noises in his chest when he was upset. Ben was pretty sure that most Galvans did — it sounded almost like a frog croaking.

He thought about what to say while Azmuth continued working. There were a lot of readings to be taken and measurements to be gathered, apparently. Ben supposed that he wouldn't know. He had never been genetically damaged before. But eventually, what he settled on saying was, "I'm sorry."

The words had exactly the reaction that Ben had been hoping for. He had never, not once in his life, said those words to Azmuth or even in the man's proximity. And the reverse was also true, of course. Shocked, Azmuth dropped the little scanner that he was holding and fumbled for it. He managed to regain a tight grip on it, which was a relief because Ben wasn't sure that catching it with his peranite arm would have helped. It probably would have shattered on impact.

Straightening back up, Azmuth shot Ben a glare that was skin deep. It was sort of hard to take him seriously when his eyes closed sideways and his face always looked wrinkly and scrunched-up. He thought of a good response for a minute but, in the end, could only manage, "Why would you say something like that?"

Which was an interesting way to phrase the question. Ben studied Azmuth for a moment and then looked away, giving a one-armed shrug. "I don't know, just… You seem upset. More upset and grouchy than usual, anyway. I was waiting for you to go on a rant about how unbelievable it is that you had to come out here, that I'm an idiot for letting this happen, that you're going to be behind on tons of more important work because I somehow managed something as stupid and impossible as this…" Ben trailed off with a sigh. "So I guess I'm sorry for making your life more difficult. Again. Sort of feels like that's all I've done since Xenon."

Neither of them had brought up the day that they met since… well, ever. It had never occurred to Ben that he needed to mention it and, if his reaction was anything to go by, Azmuth had sort of been hoping for that. He blinked slowly, stunned, and the machine he was holding slipped from his grasp. He set it down carefully before it could fall, not looking at Ben. Which was funny, because Ben didn't think that he could _stop _looking at Azmuth.

It felt like a lifetime ago: the sort of memory that was ageless and ancient. Even though seven years was probably only a tiny fraction of Azmuth's long time alive, the look in his eyes said without words that he knew _exactly _how Ben was feeling. Things had been so much simpler back then. Even with the fate of the entire universe on his shoulders for the first time, Ben couldn't remember an easier time in his life than being ten-years-old on summer vacation with his grandpa and cousin. Maybe it was his youth or his raw enthusiasm but, even looking back, Ben felt that he was so… happy. Just so pleased to be kicking butt, to be living the life he had always dreamed of, to be a _hero_.

Azmuth had changed too, even if he didn't want to admit it. But whereas Ben had aged — aged so many years that he'd lost count of them — Azmuth had gotten younger. He was still snarky and impatient, and more than a little bit jaded, but he was also hopeful. He looked forward to the future, rather than merely regarding it as a pointless inevitability. He had gone back to Galvan Prime, advanced them to the limits of what the galaxy thought possible and then further. He had learned to believe in people again, to trust that things could and would get better, to develop a sliver of compassion that hadn't been there even seven years ago.

Slowly, Ben managed to find the words. He licked his lips and, tentatively, said, "Do you remember five years ago? When I asked… When I _begged _that you take the Omnitrix off?"

That snapped him out of his haze. Azmuth looked at Ben for a moment, stared hard at him. He didn't scrutinize him as though looking at a stranger. No, Azmuth looked as though he were studying a mirror, or an old friend. "Yes," he said finally. "Do you want me to do it again?"

Always right to the point. Blunt and brash, just the Azmuth that Ben remembered. He quirked his lips into a fond little half-smile and shook his head. "No. I think I just like knowing that I have the option. Sometimes…" He paused, searching for the right words. "Sometimes this feels more like an obligation than a choice. Like the Omnitrix really is a part of me even though it comes off easier than ever now. It was nice, you know. Being… without it." Ben cut himself off, swallowing the lump in his throat. He knew that Azmuth understood. Those years of isolation on Xenon, away from responsibilities and stress, sounded heavenly sometimes. Like Ben would give just about anything to play Sumo Slammers for a day without being attacked or called to fix something or finding himself thrust into a crisis. He sighed and slumped. "But it's not what makes me happy. Sure, breaks are nice occasionally and all, but I couldn't do that long-term. It's not who I am. I _have _to help people. And not because I'm wearing the Omnitrix," he amended, "but because I really can't imagine myself doing anything else."

There was no real reason that Ben had shared that. He had wanted to put it out there and felt, almost inexplicably, that Azmuth would understand. It was a feeling that Ben had always had and never needed to question.

Relaxing a little, Azmuth gave a faint smile. "Heroes don't have to carry the entire universe. It's an awful lot of weight. If you're not careful, it will crush you."

Ben gave a half-hearted shrug. "Everything seems to be working out so far. All that I've seen of my future looks pretty good. So if I am going to go out with a bang one day, I might as well do as much good as I can until then, right?" He held up his crystallized wrist. "You'll find someone else to wear this after I'm dead, won't you?"

"No." Azmuth's reply was immediate and his expression turned soft in a way that made Ben's chest tight. "No, I don't think I'm qualified. I didn't pick you, Ben. And if I had "chosen" anyone, this hypothetical champion no doubt would have done a far worse job than you have. I think it's best that, one day in the far future, you choose. I'm certain that you'll make a good decision." He chuckled. "Although, it will be hard to live up to your legacy. It's incomparable." A pause. "Or, more aptly, _you're _incomparable."

It wasn't until Ben realized that his cheeks were hurting that he noticed the smile on his face. It had been a while since he'd grinned and it felt good. Like coming back to himself, almost. "I know you're tiny, but would it be awkward if I hugged you?"

And like flipping a switch, the moment was over. Azmuth's familiar scowl slumped back onto his face. "Extremely so. Now be silent, stop flailing around, and let me look at your wrist."

Still grinning like an idiot, Ben nonetheless complied. He offered Azmuth his arm again and was quiet for almost a full minute before he was unable to help himself anymore. "If it makes you feel any better, I get angry and protective about you, too. It's nothing to be ashamed of," Ben joked.

It wasn't really a joke, though. Maybe Azmuth was able to tell because, engrossed in his work, he said nothing. Although, upon closer inspection, Ben could have sworn that Azmuth was hiding a smile.

* * *

**_PART TWO_**

First things first, Ben showered. Azmuth wasn't convinced that Murowa's little trick in healing Ben's side was as thorough as it looked. Which was the nice way of saying that he thought Ben might have internal bleeding and that it was safest to do a full-body check-up while Azmuth was busy working on the cure for the genetic damage to his arm. So technically, Ben wasn't supposed to be up and moving, let alone out of his human-sized hospital bed, but he hadn't managed to sit still for longer than two minutes. Lingering injuries aside, Ben was sick of finding dried blood splatters all over himself and tired of smelling like he hadn't gotten to shower in two weeks. Which was accurate.

His hospital room was spacious and plain, but still visibly a lot nicer than anything available on Earth. It wasn't even really a "hospital room," though that was what Ben thought of it as. Most of the rooms on Azmuth's ship had a function setting, accessed through a panel next to the door. It would shift a room into whatever it needed to be. And, at the moment, the generic Galvan sleeping quarters had been made into a "patient room," because it was the closest available room to the emergency operations room, which was not able to be changed. It didn't inspire a lot of faith, but Ben was too drained to care. Besides, it was really cool to watch the room disassemble and remake itself into something entirely different. Ben used that to distract himself so he didn't have to think too much. Since he arrived on the ship, a steady headache had begun pulsing just behind his eyes and it was getting worse by the hour.

The others were on the ship too, somewhere. The Petrosapiens included, obviously. Apparently, they were going to be questioned so that the Plumbers knew exactly what had happened. But with the criminals all dead and an ally to get back home to Petropia and bury, it felt more like a play than anything meaningful.

The hospital-like room came with a joint bathroom, so Ben carefully pulled the tubes out of his arm before getting up and walking over to it. The Galvan doctors were notified immediately, if the beeping from his bed meant anything, but Ben didn't really care. They could try to stop him, though it wouldn't be easy. And, frankly, he didn't really think that they were going to bother. Although, it might annoy Azmuth if he was told.

Ben slipped into the bathroom and locked it, shrugging out of the too-big robe they had given him. He just had his boxers on, which was the only part of his clothing that was still salvageable. The hem was stained with blood. Maybe Gwen or Grandpa brought clothes that he could change into, once he was done being hooked up to machines and things were calmer.

It took a few minutes to figure out how to turn on the Galvan shower. At least it had resized to be big enough for Ben. All the while, a large mirror glared at him from where it was embedded in the opposite wall. Ben resolutely ignored it. He didn't want to look into any mirror.

If he did, Ben wasn't sure who he was going to see.

Regardless, the shower eventually turned on and Ben figured out how to get hot water running. Even just letting the spray run between his fingers and over his arm, testing the temperature, Ben couldn't help but let out a pleased sigh. The water that dripped off of his fingertips was tinted grey and it left lines on his arm where his skin was lighter because the layer of dirt had been washed away.

He stepped out of his boxers and got into the shower, shoulders slumping as he hunched in on himself, closed his eyes, and just… _felt_. Just enjoyed the spray. Even the sound of water bouncing off of his peranite arm with little clinking noises, like rattling coins, couldn't ruin it. Ben blinked his eyes open and appreciated having his hair hang in front of his eyes, plastered to his skull with something other than sweat. It was longer than he remembered. He thought dimly that he could get it cut back on Earth, but decided against it. Maybe Ben could start wearing it longer, or he could get a pair of scissors and cut it himself. The second thought appealed to him for a reason that he couldn't describe.

Looking down at himself, Ben watched the dark water run down his body and swirl down the drain. Clumps of dirt built up and he pushed them the rest of the way with his foot. He waited until the water was clear before grabbing something that looked, smelled, and felt like a bar of soap. The texture was off, probably meant for Galvan's rougher skin, but Ben wasn't in a mood to be picky. He scrubbed himself raw, until the last of the blood and dirt and sweat was gone and his whole body was an angry, irritated shade of red. He threaded his soapy fingers through his clumpy hair, scrubbing the strands between his fingers and pulling out knots until, eventually, he could finally drag a hand all the way through without catching himself on any unruly locks.

It felt normal. Ben had almost forgotten how nice that feeling was.

When he got out, the mirror was fogged up. That was fine. All the better, as a matter of fact. Ben moved his arms, watching his barely-visible reflection copy him. His peranite arm glinted off of the mirror, the end of it pinching the nerves of his arms with every jostle. Frowning, he very quickly stopped and dried himself off with the only towel in the room. It was nice to see the fabric come away damp, instead of grey and brown like a part of Ben feared it would be. He pulled his clothes back on and left without sparing a glance at the mirror.

The Galvan doctors waiting for him outside did not appreciate Ben's shower as much as he did. As soon as he pushed open the door, three of them took him by his good arm from atop hoverpads and another nudged on Ben's back, insistently shoving him back into bed. One thing he had noticed about Galvans was that they weren't very talkative. It was a general observation, not that it had anything to do with him. The way that his doctors fussed was almost cute, though. It reminded Ben of how Azmuth treated him.

He had considered before that Galvans might hold some level of respect for him, considering that he wielded their First Thinker's most esteemed creation, but he had never gotten confirmation. Ben's doctors had said maybe ten words to him collectively, and yet, there was no denying that they took looking after him very seriously.

He laid back in bed and closed his eyes as tests were conducted. The tubes were put back in his arms and he was hooked up to other devices, all of which Ben couldn't describe or even begin to guess the name of. It was quiet, save the beeping of machinery, as the Galvans worked. They paid most of their attention to Ben's stomach, his robe untied in the front and pushed out of the way so they could see his side. His smaller wounds were taken care of, too. Every bump and bruise and scratch. At one point, Ben even felt something tingly and warm along his ankle and then, when it was removed again, the faint pain was gone too. Ben had forgotten that he'd twisted his ankle, back before getting kidnapped. The dull throbbing had been pushed to the back of his mind and he hadn't thought about it since.

One of the machines made an angry beeping noise. Immediately, all other work on him stopped and several other Galvans came over to see the results for a scanner that hovered over Ben's side. Oh, that couldn't be good. Ben frowned, trying hard not to remember the searing pain of stitching himself up. Some of the Galvans noticed his distress, but only one of them bothered to try and explain anything to him.

"A slight problem," she said. "The way that your side was healed caused thick scar tissue. We have to cut it open again and let you heal more slowly or you risk ripping it the next time you stretch. There is still some minor internal bleeding so we'll fix that too."

"Oh." That was surprisingly straight forward. Ben blinked. "Uh, thanks, then."

The Galvan smiled, but nothing more was said. The machines were tucked away and the bed, apparently equipped with a hover feature, was moved out of the room and into the neighboring surgical ward. While the surgeons bustled around getting everything ready, Ben's bed reclined until he was laying flat. It hardened under him, turning from a synthetic mattress to cold steel in seconds. Ben tried to focus on that instead of what was happening around him. He didn't want to see any of the needles or scalpels.

He did his best to hold still as Galvans, on their hoverpads, moved his robe out of the way and began applying numbing cream to his side. He didn't like the feeling, but it was best not to give Azmuth a reason to have Ben strapped down. Not because he was worried about the wrath of a foot-tall, twenty-pound alien old man, but because the idea of being tied down made Ben fight back a shudder.

He did his best to relax and get as comfortable as he could — which wasn't easy, wearing nothing but boxers in a horribly wide-open room that was all sterile steel and freezing to the touch. His head twisted to the side and Ben found himself staring out the viewing window. It was a little funny to have that in a surgical room but, Ben reasoned, that probably happened when the ship was constantly moving and rebuilding itself like the Perplexahedron. When he woke up, the window would probably be gone and their room would be in a different part of the ship entirely.

But at least for the moment, it was a nice view. Petropia was nowhere in sight, which he had expected. There was only the steady, dull pulsing of the giant star, far in the distance, that Ben had helped create. The Galvan ship was far enough away from it that the light didn't hurt his eyes, though Ben still didn't like looking at it. He focused on the stars in the background instead, imagining that he was looking up at Earth's night sky. He didn't know any constellations, but that only made it easier to pretend.

There was the familiar whoosh of an automatic door sliding open. Ben craned his head back, faintly surprised to see Tetrax approaching. He had been expecting Rook or Gwen or Kevin or, hell, all three of them. Grandpa Max had given them orders to let Ben get patched up before hounding him but he hadn't actually expected his friends to listen to that. Evidently, Tetrax hadn't gotten the memo. Was he even allowed to be in the operating room? The Galvans tending to Ben muttered unhappily but, at least for the moment, didn't think that trying to force Tetrax to leave was worth the time.

The memory of their last conversation made Ben burn with embarrassment. Why had he said those things? He turned away from Tetrax, frowning at the ceiling. A part of him hoped that the older man would take the hint and leave, but to the cheer of Ben's _other _thought process, Tetrax stayed.

Nothing was said between them at first. Poised in front of the window that Ben had been gazing through, Tetrax had his back to the examination table. The Galvin medics continued to work heedless of the interruption, though Ben could tell by their indignant frowns that they weren't pleased with having an audience.

Staring up at the ceiling, Ben heard the crack of peranite, crystals grinding together unpleasantly as Tetrax turned to look back at him. The sound made Ben wince.

Sure enough, when Ben eventually gave in and turned to face him, Tetrax was looking him over with an unreadable expression on his face. Ben turned red all over again, mortified and frustrated. He was the _hero_. And yet, there he was, stretched out in a private medical bay and in need of surgery. Worse still, that _Tetrax _had to be seeing Ben like that. It could have been _anyone else _and he would have found a way to be okay with it. But _Tetrax_? The man that Ben admired and respected and wanted to impress? The man that he had already humiliated himself in front of plenty of times over the course of his stay on Petropia?

Ben opened his mouth, intent on asking Tetrax to leave and spare him the self-depreciation. But instead of a firm, cocky demand, what came out of Ben's mouth was; "Tetrax, look. About what I said back there… on the station… I didn't—"

"Did I ever tell you the mythos for our planet's creation?" Tetrax interrupted. He had turned away again, staring thoughtfully out the window. The light of the star cast the creases of his face into flickering shadows, dyeing his features with disappointment.

Though Ben flinched, he thought long and hard about the question and couldn't find any double-meaning behind the words. He stared at Tetrax for a moment, considering whether or not he should answer. Then, hesitant, he admitted, "No, you haven't. Does it matter?"

The second half of that statement went ignored by Tetrax. He hummed, as though the six words that Ben said carried the weight of worlds behind them. Silence fell again. Only once Ben was convinced that Tetrax wasn't going to answer his own question did he finally speak. "Eons ago, there was the beginning of the universe. It was a catastrophic and dangerous time for any newly-forming planets. Stars, however, formed volitally and thrived in the scorching, explosive environment. Petropia's star, embodied by the God Adustio, was one of the first stars to ever form in this galaxy. Adustio was a quiet, secluded man by nature. He didn't mind the solitude at first, but as years dragged on by the millions and billions and the universe around him began to calm, he found himself yearning for company."

There, Tetrax paused. He glanced behind him as though to be sure that Ben was paying attention. And he was, though he still didn't really understand the point of the story and it was a little distracting having busy Galvans buzzing around him and running their tiny hands all over his torso.

Seemingly pleased with his attentiveness regardless, Tetrax continued. "With the leftover debris caught in his orbit, Adustio formed his three beautiful daughters. Each one shone like a star in its own right, though they were more special than that in their father's eyes. He had created them — and, indeed, all women of our species — with the potential for life and wanted nothing more than to see his children flourish.

"The eldest, Fengári, was brattish in every way. She considered herself of higher importance than her sisters for no reason other than because she _wanted _to be more important." Tetrax grimaced. "She was the most selfish of all Adustio's children, carrying about no one and nothing besides what would earn her her father's attention. She became so possessed with it that her orbit strayed too close, scorching her once-lovely features and rendering her uninhabitable and unloveable."

Another pause. Ben almost interrupted — hadn't he heard the name Fengári somewhere else before? — but Tetrax, gazing longingly out the window, pushed onward.

"The middle child was named Månsken. She was less self-absorbed than her older sister, but spineless and cowardly. She stuck herself to Fengári almost as much as the eldest stuck herself to Adustio. When Månsken saw the fate of her sister, she tried to turn away, but it was too late. For her impudence and fear, she too was rendered unliveable and cast aside," Tetrax said almost sadly.

That time, when his friend didn't immediately continue his story, Ben took the chance and decided to speak up. He wanted to ask what the point was and why some old creation myth was so important that it couldn't wait until _after _the Galvans had finished their emergency medical care, but those words never left his lips. "What about the third sister?" Ben asked, mouth dry. "What about her?"

Tetrax shot him a rueful smile, finally turning to face Ben fully. "Berlian was the youngest of Adustio's daughters. She shone bright enough to rival her father and was as stubborn as she was fierce. Unlike her sisters, she was never drawn toward the love that her father could provide. It was with determination and confidence that she wanted to make her own mark on the universe. And so she did — in the form of plants and animals and by bestowing the gift of consciousness on the most worthy species to populate her harsh terrain." He tapped a fist to his chest proudly. "It was Berlian who birthed the Petrosapien species, who would eventually rename their mother with "Petropia." Adustio was so impressed, so taken by his daughter's accomplishments, that he gifted her what remained of Fengári and Månsken. They have orbited her as moons — mere shells of their former selves — ever since."

Silence.

Ben contemplated the story with one eyebrow arched, a confused expression on his face. Based on the way the Galvans were giggling, they were taking the myth as seriously as Ben was. But the supposed truthfulness behind it wasn't what had him lost in thought.

"Okay," he said finally. "That's… pretty messed up, but considering what I know about Petrosapien culture or whatever, I'm not really surprised. As cool as all of that is, Tetrax, what does the story have to do with me?" He assumed that Tetrax wouldn't be telling it so dramatically if there was no point to it. True, they didn't spend a lot of time together, but Ben knew that Tetrax wasn't the type to waste his time on frivolous tales with no point.

Sure enough, when Tetrax answered, he didn't go for the subtle approach at all. "You can consider Adustio the public: the normal, ungifted people that you protect and seek validation from. Ben, in all the choices I've made in my long, long life, I find it only fitting that I take the name of Fengári for this story." He smiled humorlessly. "I've burned myself. The people of Petropia… they will never accept me as one of their own again, not after everything I've done. This year since we brought Petropia back, Ben, has been nightmarish. I've been punishing myself, but why? To seek the approval of people who will never give it? People I'll never meet or will ever have any significance in my life?" He shook his head, grimacing. "You've been doing the same, Ben. I can see how you vie for their attention, even now. You want to be celebrated like a hero, told that you've done a good job and that everyone is so much better for you having been there… but they'll never give you what you need, Ben, only superficial words that we both know are empty when it really matters."

The distance between them closed abruptly. Ignoring the working Galvans entirely, Tetrax leaned over the table to look down at Ben with surprising softness in his eyes. "The thing is," he muttered, wiping away any thought from Ben's mind that wasn't focused around the two of them, "in this story, I consider you to be Berlian. You have so much potential, Ben, so much good in you. I don't want to see you throw that out for something as shallow as public approval. And I think that you feel the same way," he added, "or else you wouldn't have come as far as you have. It takes a special kind of person to do what you do."

Ben didn't look away, somehow convinced that Tetrax would evaporate like smoke if he so much as blinked. "Tetrax, I'm really not—"

But Tetrax was shaking his head, cutting him off. "Don't say it, Ben. It would be a lie. Even if you don't want to admit it, I've met no one in my long, long life that could do what you've done here. And all of the other good you've done.. Just… think about what I said, at least. The next time you visit Petropia, I don't want you to be disappointed when no one spills out into the streets cheering your name." His smile returned as he straightened up, looking sad and a little fond. "Get some rest and heal up. You're not the type to stay out of commission for long." With that, Tetrax ruffled Ben's hair and was out the door before he could so much as think about offering up a protest.

Even though he didn't want to, Ben did sleep. His thoughts quieted as a needle sank into his arm. The Galvan doctor next to him was saying something, but Ben didn't hear it. He closed his eyes and then there was nothing.

* * *

**_PART THREE_**

Ben had been in surgery before. Once, when he got his tonsils removed as a kid. But it was so far back in the clogged recesses of his memories that he couldn't remember much about it. He remembered the suddenness of the anesthesia and feeling that everything had a dream-like quality to it when he woke up. But he could remember that he hadn't woken up so easily or in a bedroom.

It didn't even feel like Ben had been put under for a surgery. He blinked up at the ceiling a few times, half-expecting his mom to come in and lecture him about sleeping through his alarm and usher him out of bed. But he could feel that the mattress beneath him wasn't his own and could see the green and grey of the walls, so the illusion didn't last long. He had been tucked into bed wearing his boxers, with plastic-textured bandages wrapped neatly around his abdomen. Nothing hurt, not even when he stretched. His clothes were clean and folded neatly on the side table for Ben to put on when he was ready. If he could ignore the room, everything felt blissfully normal.

His left hand was still peranite — he could feel it, even if he couldn't see it. At some point while drugged into unconsciousness, Azmuth must have paid a visit because there was a sort of metal cast around his affected arm. It was like an arm sleeve, capping over his fingers in a cylinder shape and extending up his forearm to his elbow. The steel shone brightly, new and probably only made hours ago, and it was covered in blinking lights and buttons and dials and displays that were probably best left alone. Ben could still bend his arm, but it was like having a piece of metal for a limb instead of flesh-and-blood. It wasn't all that different from just having the peranite, actually.

As nice as it was to lie in bed all day, Ben sat up anyway. He had some questions that he wanted answered. He wanted to ask Azmuth what he should expect next, he wanted to see Grandpa Max, he wanted to call home to his parents, and…

He wanted to see Kevin. His relationship with Rook was still a little shaky and Gwen would no doubt want to talk about what they had seen in Ben's subconscious, with Murowa, and… Ben didn't think that he was ready for it. Tiredness clung to him like a second skin. It felt impossible to be comfortable in a position other than a slouch.

If he was going to see any of his friends, Ben wanted to see Kevin. He could relate to genetic damage at least somewhat and he wouldn't give Ben a hard time or any odd looks. Kevin could pretend that everything was normal, that they were hanging out just like they used to, and Ben could force himself to believe it, at least for a few minutes. Things with Kevin had always felt blessedly simple, even if their relationship was arguably the most complicated out of all of Ben's friend group.

He didn't think it was that complex, though. Kevin had changed. They could watch football together and talk about alien technology and disagree without hating each other for it. He was an easy person to be friends with and Ben had never taken the time to appreciate that.

Getting out of bed, Ben felt a little tug in his abdomen. It didn't hurt, though. He assumed that it was a normal thing, probably something that his doctor would encourage. Letting that scar tissue harden again to the point of immobility would be a stupid idea. Ben grabbed Kevin's shirt and the shorts that he had been wearing before, hiding a grimace. He had been wearing those same shorts since he first got kidnapped and he would like a change of clothes. Asking seemed disrespectful, though. At least they had been cleaned, still an ugly moss-green but thankfully finally free of blood stains.

Dressed, there wasn't much else to do in his room. Ben looked around, but it seemed like a pretty standard, albeit nice, barrack room. He had a bed, a side table, and an empty shelf, all mounted to the wall. A touch-screen on the wall controlled the lighting and temperature and opened the door. He waved his hand in front of it and the door slid up, letting Ben pass through before closing behind him with a soft hiss.

Once in the hallway, everything looked the same down either side. The doors were all identical and, if Ben had to guess, the rooms would be too. His stomach growled and his throat was dry. Finding food would be nice but, more cosmetically, Ben wanted to find a hair brush. Maybe some mouthwash, too. He wanted to do those mundane parts of his morning routine.

Ben missed brushing his hair almost as much as he missed grass. Which was saying a lot. He would give just about anything for fresh air and a blue sky above him.

He stood there stupidly for a few moments, contemplating which way to go. Ben almost tried using the Omnitrix to call someone, only to remember that it was encased in steel with the rest of his arm and that, even if it wasn't, Murowa had taken the speaker out.

_(He winced and promptly — forcibly — shoved the thought of her away.)_

Thankfully, Ben didn't have to worry about what he was going to do for very long. He had just decided to try going right when, from the left, he heard footsteps and someone rounded the corner. And, much to Ben's relief, "someone" turned out to be Kevin.

Despite himself, Ben's face broke out into a grin. He jogged over to meet Kevin half-way, and barely got out a, "Hey, dude," before Kevin had slung an arm around Ben's shoulders and given him a fond squeeze. He probably would have ruffled Ben's hair too, but his other hand was preoccupied with holding a tray, stacked with alien food and containers full of a liquid that Ben desperately hoped was water.

"Up and walking already, Tennyson?" Kevin joked. He pulled back, but kept his arm where it was around Ben's shoulders. The solidness of it was comforting in a way that was hard to describe. It felt like, if Ben tipped over, he would never have to worry about hitting the ground again. "You probably shouldn't be walking, actually. Doctor's orders. You might want to sit down before Gwendolyn sees you, otherwise she'll nag you all the way to Galvan Prime."

"We're going to Galvan Prime?" Ben blinked in surprise. "Why? We're done, right? We can go home." The thought of having to wait even longer to see Earth again made him want to scream or cry or both.

Kevin shrugged with the arm that wasn't around Ben and started walking, back down the hall. "It's for your arm," he said offhandedly, as if it wasn't a big deal. As if it didn't mean anything life-changing. As if Ben had nothing to be ashamed of. "You were in surgery, but damn, you should have seen Azmuth ranting and raving. Apparently, you've got a whole lot of damage that he's not entirely sure how to treat. But don't let his bad attitude fool you." Kevin snickered. "He wasn't upset that he doesn't know the answer off the top of his head for once. He's mostly upset because the Omnitrix has fail safes that are supposed to prevent this and he blames himself for letting you get hurt."

For a moment, Ben's throat was tight with emotion. Then he steeled himself, arched an eyebrow, and joked, "Yeah, maybe, but good luck getting him to admit it."

The grin on Kevin's face said that he knew exactly what Ben was doing, but also that he didn't mind. "Ah, the pipsqueak means well. We'll probably be on Galvan Prime for at least a week, or however long it takes Azmuth to crack this thing with your arm. Although…" Kevin frowned and his walking lagged. "...we were invited to Popigai's funeral. Y'know, if you feel up to attending. No one would blame you if you didn't want to go."

Maybe Ben was imagining it, but he could have sworn that Kevin pulled him closer. It was just a little nudge of the arm and he wasn't even looking at Ben when he did it, but warmth filled him anyway. God, he had missed his friends.

The thought of skipping out on the funeral was disgustingly tempting. Ben didn't think that he had the energy to go back to Petropia, especially considering what Tetrax had said right before his surgery. No one was going to respect him. People would blame him. He was never going to be good enough to earn their admiration. But then, Igneous and Kimberlite would be there. Popigai was their friend. And he was Ben's friend, too. For a while there, he had been the only person that Ben trusted. He had trusted Popigai with his life and that was the only reason that the man was dead and Ben wasn't.

Attending his funeral wasn't even a question.

"I'll go," Ben said resolutely. "It's the least I can do for him, right? After…" He trailed off. Right. Kevin hadn't been there when Ben was alone with Popigai. He had no idea what had happened between them, just that one day, Popigai had been alive and then he wasn't. Ben didn't have the energy to explain it all. He let his sentence end unfinished, hanging in the air between them like a question.

Though Kevin didn't look convinced, he nodded anyway. "Uh-huh," he said slowly. "Well, if you're sure. It'll be in about a week or so. They're still planning it, but Igneous said he'd keep us updated. We'll head over to Petropia when it's time." They paused outside of the door next to the one that Ben had come out of. Kevin, only then seeming to realize that he was still hanging onto Ben, awkwardly removed his arm and switched the tray that he was holding to his other hand. "Do you want to come in? Gwendolyn's in there. We have food and water. I figure that you're probably pretty hungry."

And, yeah, Ben was. He pressed a hand over his stomach, feeling how it ached and pulsed. His mouth was salivating uncontrollably, on and off, and his abdomen kept cramping. It had been easier to ignore before Kevin brought it up.

The grimace on Ben's face must have said enough. Kevin frowned in concern. "Dude… When was the last time you ate?" He asked softly, like he didn't want to know the answer.

There was no way that Ben could answer that without making the conversation more uncomfortable than it already was, so he didn't try. "We shouldn't keep Gwen waiting," he replied with forced enthusiasm. Reaching over, Ben waved his hand in front of the touchpad and it opened to a bedroom that was nearly identical to the one that he had woken up in.

A few differences were noticeable. For one, Gwen and Kevin both had their own bags with spare clothes, set in different places in the room. It felt more lived in and they had definitely made themselves comfortable. A small stack of books was on the bedside table. Some miscellaneous pieces of Galvan technology had been left scattered around, probably for Kevin to try and adapt to his car once they got back to Earth.

But, primarily, Gwen was there. She was sitting on the bed, staring intently at the book in her hand, then she blinked and the book hit the floor at the same time that she crashed into him. Even though she knew that he was alright, Gwen hugged him like Ben was on the verge of death all over again. Helpless and fond, Ben clutched her back, digging his hands into her shirt and appreciating the way that Gwen felt when she was human. Her mana hummed against him still, but she was heavy and warm in his arms the same was that Kevin was and the smell of her, the familiar way their bodies fell into sync with each other, made him feel choked up.

"Hey, cuz," Ben muttered after a quiet moment where all they did was hold each other. "Is your hair longer?"

She laughed, this wheezing sound that sounded like she'd just been punched. But Gwen was still smiling when she pulled back, no tears in her eyes, so Ben thought that it was a good sound, all in all. "Maybe a little." She twisted a finger around one strand. "I'm thinking about going shorter with it. You could use a haircut too."

Ben managed a smile. He brushed his bangs back and they fell right into place almost immediately, hanging in front of his eyes. "Maybe I'll keep it longer, if you're going shorter. Man buns are back in style, right?"

Behind him, Kevin laughed. He nudged Ben forward into the room and entered behind him. "They never have been and they never will be," he said resolutely. "Besides, you couldn't pull off a man bun. Maybe you should try a mullet."

That made Gwen giggle and Ben rolled his eyes. "Oh, sure, and you're the one saying that _man buns _are out of style. I'm sure a mullet is a lot better." He closed the door and followed after Kevin, to where he had nudged Gwen's books to the side and set the food tray down on the nightstand. None of the food looked familiar but Ben grabbed something that looked like a purple cookie and popped it into his mouth. It turned out to be some sort of tough meat, but he sat down on the bed and chewed on it absently. "So, how long until we get to Galvan Prime? I'm not sure how long I was out for."

Gwen took the spot next to him and Kevin leaned his back against the wall, both of them reaching over to grab food and eat it every now and then. Frankly, Ben was struggling not to dump all of it into his mouth at once. "We'll be there in a few hours," Gwen said. "They're going easy on the FTL travel. Apparently, it can aggravate wounds. Which isn't surprising. There's a reason the limits on those things are so strict and seriously monitored." She waved a finger at Ben disapprovingly, gaze lingering on his side. "You weren't out for very long, though. Maybe an hour or two. They didn't have any problems with your surgery. It only took a few minutes, actually. But Azmuth thought they should let you sleep and wake up on your own."

Despite himself, Ben softened. He knew Azmuth wouldn't admit that he cared about Ben directly, not even if his life depended on it. But that was alright. Some people didn't feel comfortable saying it aloud and Azmuth said it in plenty of other ways. Letting Ben keep the Omnitrix even after his numerous mistakes was, in Ben's opinion, the biggest clue. He couldn't imagine his life without the Omnitrix. And Azmuth must have known that Ben would want it back eventually anyway, because he let a twelve-year-old keep the most powerful device in the universe in an old shoebox at the back of his closet, instead of locking it up himself in his high-security, impenetrable research facility in the heart of one of the most heavily guarded planets in the galaxy.

As much as he knew that sunlight reflecting off of the oxygen in the atmosphere made the sky blue and that chlorophyll made plants appear green, Ben knew that Azmuth loved him. It was something as constant as gravity.

"I hope it doesn't take long to fix this." Ben sighed, waving his cased arm around. It wasn't as heavy as it looked, though it could be that he had gotten used to lugging an arm made of solid crystal. "I want to use my hand again. Plus, it really messes with my transformations. I don't want to turn into Goop or Upgrade and have my hand fall off."

Kevin gave him a sympathetic look. "Yeah, I get it. Just try not to think about it so much. Focus on parts of yourself that you like. So, take your hand—" he held up his right hand for emphasis, "—and grab the sheets or a wall or your shirt and focus on how that feels. If you think about what you're feeling and really focus on that sensation instead of the discomfort, it gets a lot easier to ignore." He paused. "Not that I would… know, or anything. That's just something I've heard from, uh… friends."

Again, Gwen laughed, but her expression was soft when she stood up and set a hand on Kevin's shoulder. "Speaking of friends, do you think you could go talk to some of them for a while? I want to talk to Ben." She shot him a glance. "Alone."

As soon as she said it, Ben felt something heavy sink in his gut. He had a sick feeling that he knew exactly what she wanted to talk about and he couldn't say that he was looking forward to it. Still, Ben didn't protest. He could put it off, but Gwen wouldn't forget it. She would find a way to get him alone eventually and prolonging the inevitable was the last thing that he wanted at the moment.

Face creased in uncertainty, Kevin looked between the two of them for a long moment. It was only when Ben gave a hesitant smile and a nod that Kevin relaxed. "Alright," he agreed, reaching up to take Gwen's hand. "I'll give you guys an hour. After that, I'm coming in here whether you want me to or not." He tugged Gwen closer, setting his other hand on her hip to kiss her gently. He broke off after a moment and ruffled Ben's hair as he walked by. "You really do need to cut it," Kevin remarked. He waved his hand in front of the door scanner and ducked out of sight and down the hall.

Alone with Gwen, awkwardness caused Ben's smile to fall. He looked away from her, pulling one leg up to his chest. He knew what she was going to say but that didn't make it any easier to hear. He glanced over at Gwen, still standing in front of the bed, and arched an eyebrow. "Is that my jacket?"

It was. For some reason, Gwen had his old letterman jacket tied around her waist, the sleeves double-knotted and creased like they had been tied for a long time.

"Oh. Yeah." Gwen turned red with embarrassment. "I grabbed it from your room before Kevin and I left Earth. I thought that it would help track you. And it did, but then I just started hanging onto it. It's… comforting…" She fiddled with the sleeve for a moment, then glanced at Ben and untied it from her waist. It was draped over his shoulders as she sat down next to him on the bed. "We had a lot of good memories with that jacket," Gwen whispered. They weren't looking at each other.

Without thinking about it, Ben shrugged his jacket on. "Yeah. We did." He managed a smile. "For a while there, I almost thought those good times would never end."

There was a long moment where Gwen said nothing. Then, turning to him, "We had a lot of bad memories too, though. You especially, if what I saw in your head is all true." It wasn't a question. She didn't need to ask.

Even though he knew that it was coming, Ben flinched. "Do we have to talk about it?"

He felt more than saw Gwen scowl. "Yes," she said, impatient but not unkind. "Did you really think I was going to let something like that go?"

"No, but I hoped," Ben joked tentatively. He risked glancing at Gwen and her scowl spoke volumes. He narrowed his eyes in response, then faltered. "I really don't get why you're so upset about this. It's not like it's a big deal. Everyone's got problems, Gwen."

For a second, Ben was convinced that Gwen was going to strangle him. She looked like she was considering it for a moment, then she let out a long sigh and looked away. Something twinged in Ben's gut, like he had made a mistake of some sort. She smoothed her hands over her thighs exactly three times, then cleared her throat. "I… never knew you felt like that. When we were younger." A pause. "Felt like I was… better than you in every way, I mean. I never thought it bothered you that our parents considered me "smarter," as if GPA is an accurate indicator of intelligence."

Ben shook his head. "It didn't. I mean, it didn't bother _me_, it was just…" His smile fell and he slumped forward. "It bothered my parents really bad," he admitted. "Aunt Natalie used to love bragging about you, all the time, wherever we saw her, whenever she could. Mom and dad are too supportive for their own good sometimes, you know that, but I think it really got under their skin to have that constantly rubbed into their faces. I mean, you were so smart and mature and… and I had my thing with Little League, when we were ten, but you were already learning jiu-jitsu and when I took up soccer you were better at that, too, and—" He bit his tongue to stop himself. Gwen was looking at him oddly so, with a roll of his eyes, Ben huffed in irritation and continued. "Okay, fine, so _maybe _it bothered me a little bit. But only before I got the Omnitrix. Sure, you didn't change much, and you were still better than me at those things, but I was a _hero_." The ghost of a smile came to his face and Ben touched his lips with his good hand. It felt good to smile. "It sort of became my thing. You could have your grades and magic and martial arts. I never cared much about that stuff anyway. I felt like I'd finally accomplished something. At least, something that you couldn't repeat. Something that would make my parents proud to boast about. Something…" He hesitated, searching for the right words, and carefully said, "Something that _I _could be proud of."

"I'm sorry," Gwen suddenly said, startling him. "Back then, I wasn't much better than my mom. I was always rubbing it in your face. And… And I knew that you got bullied in school, too, but I never…" Her face twisted into a grimace. "God, it's humiliating, looking back at who I used to be, Ben. I was always so awful to you and so sure that I couldn't ever be in the wrong."

Despite himself, Ben laughed. He nudged Gwen with his shoulder playfully. "I remember being kind of an ass when I was ten, too. It's okay, Gwen. We were kids. What, did you think I was still holding a grudge over the time you dumped sunscreen on my head?"

Gwen giggled into her hand. "No, but that doesn't mean I can't regret it, anyway." She nudged him back, laying her head on his shoulder. The smile fell from her face and she sobered. "And just because you were ten doesn't mean you don't still have memories from back then that hurt. Time's passed, Ben, but that doesn't mean you've moved on from those things." She glanced up at him. "If you want to talk, ever, about anything, you know I'll listen."

It would have been easy to not answer her. Ben glanced at the door and considered getting up and walking out. He could. Something told him that Gwen wouldn't force him to stay. And yet… He sighed and squeezed his eyes shut. When he leaned forward, elbows resting on his knees, Gwen backed up to give him space. "I just don't feel like it's worth talking about," Ben muttered, so soft that it was barely audible. "It feels like I'm making a bigger deal out of things than they are. Like I'm being over-dramatic. You and Kevin and Rook… You've been through a lot of stuff, too. And I… I don't… think that I... _deserve _it. Deserve this, I mean. What you're doing right now."

The room was silent for a long minute. Ben felt his heart racing and his palms grow sweaty. What if Gwen hated him for saying that? Even just describing his mental block — not even any of his actual problems — Ben felt pathetic. Like he'd said too much. He had always feared that anyone he opened up to would brush it off, or laugh at him, or use it against him, but Gwen… She wouldn't. Would she? They weren't ten anymore. And even as kids, she'd always been there when it really counted. Ben could trust her.

He hoped, anyway.

"Ben." Finally, Gwen spoke. The sound of his name made him wince, but all she did was set a hand on his back and rub soft circles between his shoulder blades. "If something traumatic happened to me, you would want me to talk about it, wouldn't you?"

"Of course," he said automatically. "I mean, not to me specifically, unless you wanted to. Just… someone. Like, Kevin, maybe."

He chanced a look at her and saw Gwen nod. "Right," she agreed, staring blankly at some point in the distance. "So, tell me this, then. If you want that for me, why wouldn't you hold yourself to the same standard?" She turned to meet his eyes and Ben froze.

There was an explanation on the tip of his tongue but it came out as a breath of air and fell flat. His jaw opened and closed a few times until Ben eventually had to admit defeat. He looked up at the ceiling, fisting his functional hand in his jacket, and sighed, "I don't know. It sounds kind of ridiculous when you say it like that."

"It _is _ridiculous, Ben! Thank you for finally noticing." Gwen smacked his arm just hard enough to sting. "Listen, you don't _have _to talk to me. But when we get back to Earth, I want you to ask Grandpa Max about getting you to start seeing a therapist. There are plenty of them employed by the Plumbers that you can talk to. I won't do it for you. Otherwise, that defeats the point. You have to agree to do it on your own."

The idea of a therapist made something in Ben's head shriek in protest. "But, Gwen—"

"No buts!" She flicked him on the nose and, begrudgingly, Ben quieted. The sight of his glare made her soften, though. "Listen… It's pretty obvious to me that you don't know the first thing about self-care, Ben. So here's where we start. Treat yourself like you're me. Do what you would want me to do if I was in your situation. Or anyone else you care about." Gwen set both hands on his shoulders, giving a fond squeeze. "If you don't love yourself, you can at least treat yourself like someone that you _do _love. Alright?"

Silence. Ben frowned, searching Gwen's face for… what, he wasn't sure, but he knew when he found it. It was there in her eyes, just a few shades darker than his. The way she looked at him, it was almost like…

Ben nodded. "Alright."

For a moment, Gwen was too taken aback to reply. She must not have expected it to be that easy. But then she smiled and it made all of the uncertainties buzzing in his head fade to background noise. "Thank you," was all she said.

Gwen's arms slipped around his shoulders and Ben hugged her back on impulse. She didn't react to the feeling of his metal-encased arm other than to hug him even tighter.

"Back when Kevin went crazy, at the Forge of Creation," Ben whispered, "I never wanted to kill him. I kept putting it off. I kept making excuses. I kept hesitating. I know I talked big and I even fought you over it, which I'm sorry about, but… even when I had him unconscious at my feet… If you hadn't stopped me, I wouldn't have been able to do it. And I've always regretted getting that close at all. If I had managed to do it… I'd never have been able to forgive myself."

There was a soft hum from Gwen — noncommittal and merely acknowledging him. "What else, Ben? You can keep going."

He exhaled against Gwen's hair and, in a low murmur, began to talk. An hour passed and Kevin hadn't come back yet. For as long as they went uninterrupted, Ben and Gwen talked, gripping each other, hunched figures whispering to an empty room as though sharing a secret. It was a moment only meant for them and the things they would never repeat.

* * *

**_PART FOUR_**

Technically, Ben knew that he ought to talk to Rook. Things with Gwen were cleared, everything with Kevin was blissfully easy, but Rook…

Ben really didn't want to, was the main problem. It wasn't that he was angry with Rook still, or even that he didn't have an interest in being friends anymore, because he did. It was mostly that Ben was exhausted — all the time, both mentally and physically — and having a heart-felt conversation with Rook wasn't peeking his list of "_Activities That Don't Induce More Stress."_ There was a lot to say to Rook and Ben didn't know how to articulate most of it.

The biggest hang up, Ben thought, was that he did still want to be Rook's friend. Maybe for the first time, depending on how much he lied about before. But, mostly, Ben knew that he _didn't _want to be Rook's partner.

After everything, it felt like taking a step back. He had been through so much since arriving on Petropia and to go back to Earth, into normal patrols with Rook, like nothing had changed… It felt like a lie.

Alone, looking down at his hands (one flesh-and-blood, the other still locked behind that metal cast), Ben couldn't reconcile the person that he saw in the mirror with the person who'd been talking to Rook so animately about his adventures with Tetrax during the ride to Petropia, barely even a month ago. That was someone else. Ben wasn't sure who he was anymore or what he was supposed to do. He couldn't pretend that everything was the same after all that had happened.

He knew what he wanted, at least mostly. The problem was saying that to Rook.

It was easy enough to avoid running into Rook while on the ship, mostly because it was constantly changing, both to accommodate the size of its newest passengers and to change the functions of rooms. And also because they were only there for a few hours and most of that time was spent in the privacy of Gwen's room. Once the mothership landed, the task of staying as far away from Rook as possible became a lot harder.

That was because, firstly, a lot of Azmuth's main research building wasn't designed for humans to be able to fit. Most of the hallways were and so was the central hub, but other than that, only about a tenth of the sprawling building was accessible for someone human-sized. And Azmuth had already denied letting Ben use the Omnitrix until his arm was fixed, at the risk of accelerating or worsening the preexisting genetic damage, so Ben couldn't even use Grey Matter to blend in.

Another roadblock to Ben's goal was the fact that, technically speaking, he was on bed rest. The Galvan doctors had recommended as much after his surgery — partly because he'd just gotten high-tech stitches and partly because they apparently didn't need a medical evaluation to decide that he was "mentally exhausted" — and Azmuth had agreed. So Ben wasn't supposed to be out of his room or even on his feet at all.

Staying in his room was just asking for Rook to visit him, though, so Ben made something of a game out of it. The goal was to see how long he could be out of his room before a Galvan spotted him and politely escorted him back to bed. His fastest failure was, literally, with only one foot out the door and his longest was from lunch to dinner, when whoever had delivered his meal saw that Ben was missing and notified Azmuth, who tracked him down through the Omnitrix. In Ben's opinion, that was cheating, but it didn't stop Azmuth from looking smug about it. At least the Galvans were good sports about it, even if they continued to insist on rarely talking to him. All of that was within the first two days of being on Galvan Prime.

Personally, Ben hated it. He was bored most of the time. The view from so high up was nice, but the sky was green and often overcast and the grass was synthetic. The sun, when it was out, was an unimpressive white dwarf that gave off barely enough heat for life on the planet to be sustainable. Planet-wide climate control had been implemented a millennium ago. It was fine, but it wasn't _Earth_.

He didn't see much of Grandpa Max which, Ben supposed, was partly his fault. He was slipping out of his room most of the day and, with as much paperwork as Grandpa found himself doing for the situation report that the Plumbers were demanding, he didn't have enough time to hunt Ben down. Gwen and Kevin were around more frequently, though. Even surrounded by technology, Gwen always seemed to know where he was. She wouldn't force Ben to go back to bed, though her nagging that he should be taking care of himself was non-stop and, much as Ben complained about it, very sweet. Kevin was the opposite. On a few occasions, he had even given Ben tips for looking around corners without being spotted and showed him some hiding places. And in the end, Ben didn't see Rook at all, which had been the goal.

During his third day on Galvan Prime, Ben snuck out of his room and left his weird, alien breakfast untouched. The food went from tolerable to atrocious with seemingly no real pattern. The food on Galvan Prime was hard to define. Instead of playing Russian roulette with his stomach, Ben decided to try sneaking a peek at an area of the building he'd yet to visit. It was a long walk from his room, but it wasn't like Ben had anything better to do.

He followed the mostly-empty hallways in circles. Navigating any Galvan building left anyone unfamiliar with the layout disoriented and confused, which to Ben, was part of the fun. He didn't really think about the branching hallways to nowhere and the stairs that doubled back on themselves. He kept walking, ducking out of sight when he heard talking or the approaching hum of a hoverpad, and tried his best not to think too much about where he was going. Since Ben had no destination in mind, it didn't matter if he got lost.

From what he could tell, the building was split into sections, with each one being devoted to a different brand of science. Ben couldn't describe them, since everything was written in Galvan, but he saw scientists in different colored lab coats, certain people sticking to certain areas, live animals in some and the smell of burning ozone in another, and was able to work some of it out.

He found himself in a hallway with one wall that was entirely a green-tinted window. It followed the curve of the building. Ben had gathered that each floor had four of them, since the building was set-up in a square grid layout, and they served sort of as scenic bridges to the next specialty science area. That, and different miscellaneous rooms branched off of them. Ben had once opened a tiny door to find Galvan-sized exercise equipment. It was as adorable as it sounded.

The windowed area was just like all the other ones, but Ben knew that he hadn't been in that one, specifically, before. It seemed older, somehow, though he knew that the building itself had only been built a couple of years ago after the Highbreed armada destroyed the original Galvan Prime. The architecture felt different, though Ben didn't know enough about it to explain how. Everything close to Azmuth was sleek and modern, minimalistic and functional to a fault, but the further away Ben got from the main hub, the more stylistic it seemed. Maybe it was to reflect the sciences that this part of the building housed or maybe it was the building constructors doing what they wanted. Ben didn't know. He didn't care enough to ask about it.

It wasn't that remarkable of a hallway, and Ben would have moved on perfectly fine without stopping to look around, but he paused. He could have sworn that he felt a gust of wind. The idea of there being a draft in Azmuth's perfect building made him snort, but Ben looked around anyway.

He followed the feeling of fresh air — well, as fresh as it could be when Azmuth proudly announced that the entire planet's atmosphere was managed and monitored constantly to always be scientifically perfect — and wandered over to the end of the hall, where the glass met the wall. He prodded it with his fingers and found that it shifted. Surprised, Ben pushed a little harder, and had to catch the edge of the glass as it started to slip out of the frame. So high off the ground, the wind was whipping his hair into his face hard enough to sting, but Ben took a deep breath and stopped caring.

Carefully, Ben shifted the glass further out of the way and glanced down. There was a ledge just outside the window, curling around the perimeter of the building. He bit his lip, struggling with what to do for all of three seconds before stepping one foot outside. Getting away from Rook and the constant guards and sterile room after sterile room sounded heavenly to Ben, even if he was risking a drop that would easily kill him.

With both feet on the ledge, Ben twisted around to awkwardly push the glass back into place. It wasn't very easy with his left arm the way it was, but whoever had cut it had done a very clean job. It slotted into place smoothly and Ben quickly inched out of sight of the window with his back pressed against the wall. The ledge itself had enough room for his feet to fit comfortably, but not much otherwise. Many might try to argue that being hundreds of feet off the ground was the opposite of relaxing, but Ben would have to respectfully disagree. He was, as a matter of fact, very relaxed. More relaxed than he had been inside his stuffy room, anyway.

The wind whipped his hair into his eyes and caught on his clothes. A particularly strong gust made his shirt snap like a flag. He curled his fingers into the grooves of the wall and found a pace of moving along the building that made it easier to enjoy the view and not notice so much where he was going.

It was kind of funny, Ben thought. He had created the universe twice and he still felt small when he looked down on a city from above. Just a few days ago, he had _been _a star, but there was something about the neat rows of tiny houses and the distant buzzing of bustling people that made him feel so insignificant. In a way, it was nice. Ben didn't like feeling larger-than-life and all-powerful. It was sort of humbling to look out on people living their lives and let himself be overwhelmed by it all.

He kept moving and was surprised when he came upon a wider part of the ledge. It was big enough that he could lay comfortably on it. He stumbled into the wider support and was even more surprised to see someone else already sitting there.

"_Patience_?" Ben blinked but even after doing a double take, she was still there. It was hard to misidentify an emerald-colored crystalline person. "I… What are you doing here?" He gestured around them. "I mean, on this planet still, and also out the window on a random ledge. Did you cut the window?"

The other Petrosapiens — Mantle, Conway, and Tetrax — had all gone back to Petropia as soon as they landed on Galvan Prime and Azmuth had been able to scrounge up some spare ships big enough for them to fly. Since then, Ben hadn't seen or heard even a mention of Patience. He had no idea why she was sticking around. It couldn't be to just loiter on Azmuth's property. Actually, did he even know that he had another guest?

Glancing up at him, Patience scowled and refocused on the view out in front of her. "I don't have to tell you anything, Tennyson," she said dismissively. "What are _you _here for? Having a disabled arm wasn't enough so you wanted to add the rest of your body to the list?"

Ben huffed. He scowled at her for a moment, before slumping and sitting down at the edge, where she was. He made sure to put a good few feet of distance between them. While it wasn't very wide, the ledge was long enough to allow for that. He let his feet hang over and sighed. "I'm avoiding Rook," he admitted. "It's just been… hard to be around him ever since you forced him to tell me the truth about our partnership." He noticed Patience's expression tighten at the mention of what happened. Did she regret it at all? "I thought I forgave him for it, but… I don't know, it's like he hasn't really learned from it. He feels sorry, sure, but I don't think he's really changed… At least, not in the ways that matter." He looked down beneath them, at the city carved into the artificial landscape. Was any of it real? Did it mean anything if it wasn't? "Sorry. That probably doesn't make sense."

"Not in the slightest." Patience snorted. She sat back on her palms, giving Ben a side glance. Some of the hostility on her face melted away. It didn't feel real to begin with — like she'd put on a mask when she saw Ben coming and was only barely hanging onto it. "Why don't you just go tell him that? If you're out here, then it's because you're restless, and if you're restless, you clearly aren't happy."

Indignant, Ben almost called her a hypocrite for lecturing him about happiness, but he bit his tongue. It felt out of line and, anyway, he didn't want to start a fight. He sighed instead. "You say that like talking to people is easy."

Patience shook her head. "I never said it was going to be easy. Happiness is almost never easy. But Rook is your friend and you obviously miss him, so…" She gestured in front of them, at the heart-pounding drop, Ben was pretty sure. "Why are you wasting your time out here when he's in there?"

There wasn't a good way to answer that, so Ben stayed silent. He thought about how uncomfortable it would be talking to Rook, how a part of him was still furious, how difficult it was going to be to forgive and forget and move on… But then he thought of fighting alongside each other, going on for smoothies, the way he'd felt when his initial dislike of having a partner turned into relief and then enjoyment and then…

He let out a long, slow sigh. Gingerly, Ben picked himself up, and moved back along the ledge in the direction that he came from. He didn't say a word to Patience and he didn't look back. As far as he knew, neither did she.

Her pep talks were awful, but she did have a point. Ben kept putting it off because he knew it wasn't going to be easy or fun, but that was a selfish and short-term way of looking at the situation. He knew that Rook was ready and willing to talk, if the way that Ben sometimes spotted him loitering around his room meant anything, so he was only making the anxiety and stress worse for both of them by continuing to ignore the crux of the issue.

Not that recognizing that made Ben all that eager to do anything about it.

He walked back to his room slowly, lost in thought, only able to remember the way back because he wasn't thinking about it. His feet knew where to go and, somehow, Ben got all the way there without being caught. Or maybe those who had seen him knew where he was going and saw it fit to leave him alone.

Ben wasn't all that surprised to round the corner to the stretch of guest bedrooms where he was staying and see Rook standing there, right outside of his door. He was leaning against the wall, polishing the Proto-Tool with a blank look on his face. It was only for show. After a year of working together, Ben knew when Rook was doing repetitive motions with intent and when he was only trying to look busy while his thoughts wandered. The thought made his throat tight. No matter what else, at least Rook hadn't lied about everything. He was still Rook. Still Ben's best friend.

He couldn't think of anything to say, so he just approached and let his footsteps speak for him. Even then, it took until Ben was nearly in arms' reach for Rook to look up and realize that he was there. For a moment, they stared blankly at each other, as if Rook couldn't process what he was looking at. He tore his gaze away from Ben, took a deep breath, and forced a smile that came out more as a grimace.

"Hey, Rook." Ben shoved his hands into his jacket pockets. He really needed to get his hands on some different clothes. None of Kevin's pants were small enough for him and he was apparently too cool to own a belt. "It's, uh… been a while. I…" He swallowed the urge to force small talk and, grimacing, said, "I think we have some stuff we need to talk about."

The smile on Rook's face fell, but he nodded. "Yes. I was hoping to bring that up with you. I am… Ben, before you say anything, I am—"

"If you say you're sorry," Ben warned, "I can and will walk away."

Immediately, Rook snapped his mouth shut. He struggled for a moment, then sighed in defeat. "Very well." He ran a hand over his head, glancing at the door to Ben's room. "Would it be more appropriate to have this conversation in a private place?"

That was probably a good idea. Ben nodded, then stepped around Rook and gestured for him to follow. "Sure. But I don't want to talk in my room. Let's… find somewhere else."

Honestly, a part of it was still Ben trying to delay things, but more than that, he just didn't want to talk in the place where he slept. It felt like a violation somehow, to invite his turmoil with Rook into the one area where Ben was supposed to be able to relax. He really didn't care were they talked, as long as it was just the two of them and somewhere that Ben wouldn't have to visit again.

They walked in silence, Rook one step behind as Ben led the way. It might have been awkward, but Ben was sick of being anxious and uncomfortable. Frankly, he just didn't have the energy for it. He shoved his hands into his pockets, kept his eyes glued in front of him, and walked. He didn't actually know where they were going, but thankfully, there was something for them to use. Ben was vaguely familiar with all of the rooms that were in the same area as his room, since those were the ones that he ended up in most often. A lot of them weren't in use, so Ben picked one at random, waved his hand in front of the access panel to open the door, and gestured for Rook to step inside.

It was completely empty, which was to be expected. Ben said nothing about it. Every room had perpetual light from the walls, hovering around a bizarre brightness level that made it both easy to see and easy to sleep. The door closed behind them and Ben walked over to the control panel inside of the room itself. He tapped with his good hand, increasing the brightness and sending for two human-sized chairs. The floor split apart to deliver them, done in the matter of a few seconds.

Still avoiding looking at Rook, Ben grabbed the chair closest to him and twisted it around so that he could sit backwards in it. He wasn't normally a fan of that position, but forcing some level of casualness into the situation was the only way he could convince himself not to run. He took a deep breath. "So… you wanted to talk?"

Frowning, Rook nonetheless sat correctly in the other seat across from Ben and, after a moment, nodded. "Yes," he said slowly, "though now that you have asked me not to apologize, I am unsure where I should start."

Ben fell silent, staring at the floor thoughtfully. He wasn't sure where to start, either. There seemed to be so much to say but he had no idea how. He sighed heavily. "I guess… for starters, Kevin said you got back to working with the Plumbers, right?"

For some reason, Rook didn't seem too happy about that. He grimaced. "Yes. Magister Tennyson was able to pull some strings, though I've obviously lost my promotion to magister. I'll be starting from the bottom to work my way up the ranks again." There was an unasked question on his face. Thankfully, it was one that Ben already knew the answer to.

His expression softened. "Rook, I'm happy for you, but I meant what I said. We're not partners anymore, now or ever," Ben said gently.

Actually, now that Ben was thinking about it, he didn't think that he wanted another partner at all. A part of him felt like it had been rubbed raw and, after everything, Ben sort of wanted some time on his own for a while. Some time to figure things out, like what he wanted with his future and how he wanted to monitor the universe. Clearly, staying on Earth wasn't doing other planets a whole lot of good.

Mostly, Ben thought, it was that the idea of being anchored down — by a partner, by a home, by friends and family — terrified him.

"I assumed that you would say as much," Rook said. There was a flash of disappointment in his eyes, gone as soon as it was there. "It is not my place to tell you what you can and cannot do with your life. I hope that your next partner can serve you better than I did."

And the worst part, really, was how genuine Rook sounded. Ben stared at him long and hard for several seconds but, even replaying that last sentence in his head several times, Ben couldn't sense any entitlement or jealousy or bitterness. Rook was just happy for him. That alone was almost enough to break Ben's resolve. It was going to be so lonely on Earth without Rook breathing down his neck.

Despite the sweet sentiment, Ben shook his head. "I don't think I want another partner," he admitted. "Grandpa Max can't force me to have one. Had I really wanted you gone the day we first met, it would have been incredibly easy to pick an alien that can fly and be gone before you could even introduce yourself."

Rook ignored the second part of that statement, which was about what Ben had expected from him. "You don't want another partner?" He asked. When Ben's only response was to shake his head, Rook slumped in his seat. "Oh," was all he said, softly.

Their conversation dropped into silence, but not for very long. Ben had worked up the courage to get this far and he needed their conversation to be done and over with.

"Are you happy?" Ben asked. Seeing the confused look on Rook's face, he clarified, "With the Plumbers, I mean. You were pretty upset when you had to crush your badge, but you don't seem all that happy to have it back."

The fact that Rook couldn't immediately answer spoke volumes. He sighed and looked away, glancing up at the blank, featureless ceiling. "I do not know," he said carefully. "I ought to be happier than I am, I think. I have been pardoned of high treason and desertion. That should be the best possible outcome. But I think that I…" An odd expression came over Rook's face and he fixed Ben with a hard frown. "I do not feel like much of a Plumber anymore."

Taken aback, all Ben did was arch an eyebrow. He found his voice after a few moments and the only question he could settle on was, "What do you feel like, then?"

He unclipped his Plumber badge from his utility belt and, hands shaking, Rook held it up to look at. His fingers tightened as though he wanted to crush it, but he went no further. "I feel like a hero," Rook whispered to his badge.

Ben didn't respond. He wasn't sure what to say. Sometimes, he felt like a hero, too. Other times he didn't. There, sitting in an empty room with his ex-partner looking on the verge of crushing that Plumber badge and bursting into tears, Ben didn't feel like a hero. He felt as though something heavy had been placed in his chest. It felt as though all of the misery was his fault. He didn't know what made a hero, but Ben wasn't sure if what he had done back on the satellite qualified. He had saved the day, but he'd let people die. He had disfigured a man. He had let himself get careless and was captured. If Ben had done it better, done it faster, done it sooner, then maybe…

He chuckled softly to himself. "I guess that makes one of us," Ben muttered. He saw Rook lift his head to stare at him out of the corner of his eye, but Ben was more interested in staring at the floor. "I keep thinking about all of these "what if"s… I don't even know why. I could probably rewind time, with Clockwork or Alien X, but I don't know what it would accomplish. It feels like… everything that was meant to happen, did happen." Ben gestured between them. "Including… well, us, I guess."

Slowly, Rook nodded. When Ben looked up at him, he wasn't smiling, but he'd put his badge away and seemed to be relaxed again. "I know what you mean," he said. "As much as I would like to pretend that we could have been partners forever… I want to be Magistratus one day and you cannot stay on Earth your entire life. Not with the Omnitrix on your wrist. I just…" Rook closed his eyes and spoke slowly, as though every word took a physical effort to get out, "I understand why we cannot be partners. I only wish that this change had happened under more ideal circumstances."

That time, the smile that Ben managed was genuine. It didn't last long though. "Yeah, me too," he agreed. "I forgive you for it, Rook. I hate being mad at you. But I don't think I can forget it and it's going to take a while for me to trust you the same way again."

It was a lie. As if Ben wouldn't forgive Rook for anything he had or would ever do. As if he wouldn't give out chance after chance after chance until the day he died. But that was alright, Ben thought. He didn't mind giving out second, third, fourth, or even a hundredth chance. As long as the people he gave them to kept earning them. And Rook deserved that much, at least.

Rook inclined his head in acknowledgement. "I would not expect anything else. I will not lie to you again, Ben," he promised. "For what it is worth coming from me, I do not think that anyone was more heroic than you during this whole ordeal." The tone of his voice was sincere, almost raw, and that was what kept Ben from protesting. His mouth opened but nothing came out and, not noticing, Rook continued before Ben could get his bearings back. "How is your arm? Azmuth mentioned that he will have to do some repairs on the Omnitrix once the worst of the genetic damage has been reversed. Whatever Murowa did to it scorched a lot of the wiring."

The arch of his eyebrow gave away the statement for the question that it was. Ben's expression tightened. It was an invitation to talk about what had happened. He'd given a vague play-by-play to Azmuth and Grandpa Max, letting them trickle down information to his friends, but no part of Ben wanted to talk about it in detail.

Maybe that therapist Gwen was so insistent on would be able to wheedle it out of him.

Ben ran his working fingers over his metallic cast absent-mindedly, pointedly looking away from Rook as he avoided the question. "It's not really as bad as you're making it out to be. Sure, the Omnitrix got banged up, but what else is new? Plus, like this, my wrist actually doesn't hurt as much anymore, even though I think I broke something while I was transforming. Mom took me to the doctor once to get me checked out and they said that I might have developed carpal tunnel syndrome, so this is—" He paused, swallowing hard as he glanced over at Rook. Something on his ex-partner's face looked so profoundly sad that Ben couldn't find it in himself to finish. "... It doesn't bother me, is all," he whispered instead. "Seriously, Rook. Don't look at me like that. Please don't tell me that you can really blame yourself for this."

Though Rook said nothing, the silence between them spoke volumes.

"I want to fix things between us." Ben stood up, pacing in front of his chair so that he didn't have to look at Rook. "I hate how awkward this is. I want to be your friend, Rook, but I… I don't know if I can," he admitted.

Maybe it was the statement or maybe it was because Ben was standing, but whatever the reason, Rook got to his feet too. He set his hands on Ben's shoulders to keep him from pacing, fixing him with a hard stare. "That is… alright," he said finally, taking Ben by surprise. "It is understandable for you to still have reservations. I would not expect everything to be back to normal after one conversation, Ben. And, if you are willing to work at it, then I am, too," he promised. "I hurt you and there is no way for me to express the intensity of my regret. Ben, you are one of the most important people in my life. You are the best friend I have ever had. And I…" Rook hesitated. Ben knew already what he was thinking but, up until the words actually left Rook's mouth, neither of them were sure if he would actually say it. "I love you."

Despite everything — the anger and regret and doubt still fogging up his head — Ben grinned. "I love you, too," he replied. With that, there were no second thoughts. No matter what else, they had been through too much for Ben to _not _love Rook. "You're like a brother to me."

"I hope that means that we can be friends, too." Rook stuck his hand out, a hesitant smile tugging at his lips. His expression was tight beneath his fur, pulling Ben's aching chest in a way that told him he was missing something.

But he was too relieved to have his best friend back to pay much attention to it. Ben's grin only widened and he knocked Rook's extended palm with an enthusiastic fist bump. "Like you even need to ask," he teased.

Maybe — just maybe — Rook's smile looked a bit more genuine after that.

* * *

**_PART FIVE_**

There were rough plans being made for when they would all leave Galvan Prime and head back to Earth. Everyone had agreed that they weren't going back until Ben was given the okay from Azmuth to leave too, which was incredibly touching. Since things with Rook had been more or less cleared up, Ben had stopped sneaking around so much and often passed the time in his room, in bed on apparently everyone's insistence, talking to his friends to stave off the restlessness and boredom. And with Grandpa Max finally finishing up the most complex parts of the incident report, he could afford to hang around often, too.

It was content in a way that Ben hadn't been for a long, long time. There was still the metal cast around his arm, still the anxiousness of not feeling like it was over, still the nightmares filled with nothing but blurry faces and the sense of failure, but Ben was relaxed, almost. He was doing better, he thought.

They got an invitation to Popigai's funeral after six days on Galvan Prime. It was going to be held in a week on Petropia. They didn't call it a funeral, though. It was a "celebration," loosely translated. Rook tried to explain the culture differences in how Petrosapiens viewed deaths, especially for warriors like Popigai had been, but the thought made Ben sick. He couldn't imagine having to sit there for hours while people laughed and cheered and celebrated. How could they be happy when he was _gone_? When it was all Ben's fault?

A lot of the time that Ben visited the little ledge outside of the discreetly broken window, he was alone. He thought that maybe Patience had stopped going there, wanting to have a place to herself, or maybe they just had different schedules. He didn't know and he didn't really care, either. The part of Ben that was concerned about her after everything that happened was small. Being worried about Patience felt like doing her a disservice, almost. To him, she always seemed to have everything under control, including her mental state. Then again, Ben probably seemed like that to outsiders, too.

He hadn't been planning on revisiting that ledge at all, but it had become a place to be alone when he needed to clear his thoughts. The Omnitrix was still pretty much useless, so Ben couldn't be called through it, and his phone obviously wasn't getting service from seventy-two-thousand lightyears away from the nearest Earth satellite provider.

He got to call his parents a few times, when Azmuth or Grandpa Max had enough free time to show him how to set up the ridiculously complicated Galvan technology and no one else wanted his attention, but that was his only contact with Earth. His dad had already started talking about going camping and fishing when Ben got back and the thought was so perfect to him that he'd nearly started crying. Then his mom had started talking about how bright the stars were out there and rattling off constellations and he had missed them so much that his chest ached. Every time they hung up, Ben's face ached from smiling. He had never had that problem before, but it had been a while since he'd been so happy.

Still, there were things that Ben wouldn't or couldn't talk about. Not with his friends, not with his family, not even strangers. Sometimes that felt like it was easier, to tell someone who was completely removed from the situation, but the thought made Ben want to lock himself in his room and never come out. At least going out to the ledge got him some sun and fresh air. It wasn't Earth, but it made him feel healthier. The wind woke him up and he was hoping that, eventually, the idea of a drop from so high up would terrify him like it used to.

It was only a matter of time until Patience eventually showed up at the same time Ben was there, cliche though it sounded. He heard her coming long before she saw him. It turned out that Petrosapiens made a lot of noise when they moved, what with them being made of crystal and all.

Instead of using the lip of the building's design to get around, Patience walked casually using peranite as a platform to set her feet. When she saw Ben, she faltered, but pursed her lips and took her place a good distance away from him on the ledge. The peranite disappeared behind her, shrinking back into the narrow slits in the outer wall that Ben hadn't noticed before. Hopefully Azmuth wouldn't be upset that someone had destroyed his building, though he doubted that Patience would care.

It was quiet between them for a while, which Ben was fine with. It sort of defeated the point of being alone if he was talking to someone and it didn't look like Patience was that eager to talk to him, either. They both sat back and admired the view in silence for what felt like a long, long time. It didn't last nearly long enough.

But, in all fairness, Ben was the one to break it. Kicking his legs idly, he turned to look at Patience and said, "So, why didn't you do it?"

He'd managed to catch her off-guard so, instead of annoyed, Patience merely looked confused. She arched an eyebrow. "Do what?"

"You know." Ben waved vaguely at nothing. "You had Argyle right there, unconscious on the floor. Why didn't you kill him?" He kept his voice purposefully blank. It didn't really matter. Either way, Argyle was dead. He had killed himself. It was a non-issue, a closed case. But it was a question that Ben had been thinking about and, no matter how he looked over the situation, he couldn't come up with a reason for Patience's behavior. He was curious. Maybe thinking about someone else's problems would help him forget about his.

Of course, Patience didn't feel the same way. Which was understandable. It had been a fairly personal question. She shot him a sharp glare and opened her mouth, but nothing came out. She worked her jaw a few times then, with a sigh, turned away.

He thought that she was going to leave or, at the very least, continue with the silent treatment. The last thing that Ben was expecting was for her to slump forward and admit, "I don't know. I thought that he might be… And that's my fault, for letting myself get caught up in the moment. He was…" She looked at Ben again, not angry, just lost, and maybe a little confused. "He was injured. And he was unconscious. And he…" She trailed off.

Ben wasn't that great at comforting people, but he took a shot at it anyway. "He looked innocent?" He guessed. "Like he was sleeping. Like maybe… he might be someone else."

Somehow, that got Patience to smile. "Exactly," she agreed. The smile fell. "Like someone else. I wish I hadn't hesitated. I shouldn't have. Whatever he looked like, that wasn't my brother. My brother has been dead for a while," she muttered. "Whoever it was that we fought, Ben, that wasn't him. Cacoxenite died a long, long time ago."

And, ridiculous though it sounded, Ben sort of understood. From the other side of things, anyway. Every time he looked in the mirror, he had to do a double take. It wasn't that he looked very different, after a shower and some bed rest and proper food. It was something in his eyes. Looking in the mirror, Ben wasn't sure who he was seeing. He didn't feel like himself and he didn't know how to fix it. Maybe it was time to be someone else.

He didn't say anything. Ben set a hand on Patience's, giving her a smile before taking his hand away and sitting back. They were both silent as the sun set. It was fine to not feel better, Ben thought. Sometimes, it was better to simply know that you had been understood.

Eventually, though, he did have to go back inside. Ben didn't want to be gone too long, or else Azmuth would be forced to come get him and probably pitch a big fit about Ben being out on the roof, especially with the ledge as narrow as it was and the Omnitrix disabled so he couldn't transform at the last second to save himself from hitting the ground. All else aside, Ben didn't want to lose the one place he could go to be truly alone. His room had a lock, but it was mostly for show, since anyone with a Plumber's badge could open it.

He got up and left without so much as a wave to Patience. She didn't even seem to notice that he had moved, anyway.

Thoughts of a funeral, or whatever Petrosapiens wanted to call it, had gotten Ben thinking. He didn't have Murowa's body. Grandpa Max had eventually taken it from him and it was placed in Plumber custody, either to be disposed of or to be delivered to whatever living relatives Murowa had. She hadn't legally been convicted of anything before dying, so Ben assumed that the latter would be more proper.

What if he did that, though? If he tracked down her parents and visited her grave and… But what would that accomplish? Closure? For what? Ben didn't need to know anything about Murowa. And any relatives she may or may not have probably wouldn't be happy to see him.

But he wanted to do _something_. Ben didn't tell anyone, because he was sure that they would find it ridiculous, but he wanted to do something like a funeral ceremony. Even if it was only symbolic in nature, without bodies, it felt wrong to let it go without doing anything. In a way, it was sort of Ben's fault that they were dead in the first place.

The next time he had Azmuth alone, during a check-up that involved actually taking his ridiculous metal cast off, Ben took a shot at it. Azmuth was completely focused on the Omnitrix. Ben couldn't even begin to guess what he was doing with it, but the peranite crystals had been shrinking and receding, so it had to be working somewhat. He could see the tips of his fingers again, though he still couldn't move them.

"Hey, do you think I could get some candles? Three or four of them?" Ben asked.

Azmuth glanced up at him, mildly confused before quickly deciding that he didn't care and turning back to his work. "Yes, if you can remain quiet for the rest of this procedure. Should I accidentally cross wires, this could spread to the rest of your body incredibly painfully with no way of stopping it. Do you have any idea how difficult it is to reverse radiation poisoning?"

No, Ben didn't, but the mild threat was enough to keep him quiet even as he smiled. At least he had gotten what he wanted.

He hadn't thought much about what Galvan candles were like, but they were about as plain as Ben had expected. Vanilla in color and completely unscented. They also didn't feel like they were made out of wax. They were a bit small for Ben to handle comfortably, but they were big by Galvan standards, so he shrugged it off and decided to just be grateful that Azmuth had remembered. He usually didn't pay attention when he was absorbed in work. Of course, Galvan lighters were too small for human hands, so he'd been left with a set of matches. They were adorable, actually. Still too small to be much good, but if Ben could light the candles quickly, he didn't need to worry about burning himself a little. He would take what he could get.

He dropped three of the five candles that Azmuth had delivered into his jacket pocket and waited for the next time that he was alone to sneak out. He ended up waiting a while. Since Kevin had figured out how Ben's protective cast came off, he had been very interested in removing it and examining Ben's arm. Gwen was against it, but since Kevin and Rook seemed interested, Ben tolerated it. As long as he wasn't expected to talk or explain himself, they could poke and prod as much as they liked.

Regardless, Ben was eventually left alone and that was when he slipped out of his room. The Galvans hanging around weren't as strict about his bedrest anymore, probably because Azmuth was finally making progress toward a solution for his arm, but Ben still didn't want to risk being caught. It took him longer than usual to get there but, eventually, he was standing in an empty corridor and pushing a sliver of glass out of the window to slip out of.

Following the edge of the building around to the familiar ledge, Ben found himself staring at the ground. He was still inching around the side of the building but he found himself wondering what it would be like to drop. Not to hit the ground, because he knew that he didn't want to be dead, but the fall itself. Usually, Ben felt exhilarated when he fell, because it was often during a fight and he usually had the Omnitrix ready to give him wings. Or, at the very least, a safer way to hit the ground. But if he didn't have that reassurance, what would it feel like? Would it be even more exciting? Would he regret it the moment his feet left the safety of the ledge, or further down, when the view of the sun on the horizon was replaced with the rapidly-approaching concrete?

As Ben took his usual spot, legs crossed instead of hanging over the edge, he found himself grimacing. Three candles were lined up in front of him. The wind was, luckily, calm that particular day. He wondered how someone could do it: how Murowa and Argyle could have done it, more aptly.

In a way, wasn't jumping in front of that peranite shard to save Ben the same thing as dropping off a building? Ben stared at the ground, impossibly far beneath him, lost in thought. The candles remained unlit. Murowa had to have known that she had a good chance of dying. She wasn't stupid. Even if she was in denial until the moment it was too late, she had known that it was a possibility. And she had done it anyway. Argyle hadn't even had that sliver of doubt. He threw himself out into the vacuum of space _because _it would kill him.

The scary part was that Ben could relate, even if only marginally. He had never willfully _tried _to die, like Argyle, but he had weighed his odds before, like Murowa. But, unlike her, sometimes Ben didn't expect to live. And he did it anyway, threw himself into the fight, into the sacrifice, without even a split-second consideration of what would happen after he had died. He had died before, a couple of times, but Ben had never thought about the permanence of it. Would they have had a funeral for him, too? There probably wouldn't have been much of a body left behind. He wondered if anyone would light a candle for him.

It was a silly thing to think, though. The candle didn't really mean anything, just that it was the only symbolic funeral rite that he thought Azmuth might have. Ben sighed. He didn't want to think about what had happened anymore. He wanted to move on. He was so tired.

Ben pulled the set of matches out of his jacket pocket, taking one and holding his hand up to block it against the wind as he struck it against the starter. He lit the first candle and flicked the match to put the flame out, setting it to the side. "This one's for Diavik," Ben muttered. "I didn't know you that well, but you seemed like a smart guy. Charismatic, too. It seemed like you had a good sense of humor, with the way you were always taking the piss out of Murowa and Argyle. And you weren't a sadist, which is nice. You were just… doing your job." He sucked in a hard breath. "...You probably could have been someone really incredible if you'd made better choices. If you hadn't been such a good friend, then maybe…"

His sentence trailed off and Ben shook the thought away. He was done with dwelling on the possible choices and the endless "what if"s.

Before Ben could light the next match, the sound of peranite crunching made him look up. Patience was rounding the corner, like he had half-expected her to. Unlike the other day, when she saw him she didn't pause. There was a flicker of hesitation, then her expression hardened and she took a seat to Ben's right. She glanced at the candles with a frown.

No question was asked, but Ben still felt the need to answer. "I'm holding a funeral service. Sort of." Ben bit his lip. "It's for Diavik and Murowa and Argyle. You probably think that's stupid, don't you?"

"Yes," Patience said without needing to think about it. She glanced from Ben to the candles, then turned to face the horizon. "But it doesn't really matter what I think. Funerals are selfish by design. They're not for whoever's died, not really. They're for the people that were left behind and feel entitled to mourn. So, mourn if you need to, Ben. These people genocided millions, but you don't need to feel guilty if you're not happy about someone dying." She shrugged. "I'm not all that happy about it either, if I'm being honest. I wouldn't say that I'm all that torn up about it, though. If this is what you feel you need to do, then do it. Moving on from all of this will make your life a thousand times better. Trust me." She scoffed. "Holding onto the past turns you into a withered-out husk of your former self. Don't be that person. Find your closure, even if no one else thinks it's worth trying."

Vaguely, Ben wondered if that was who he was seeing in the mirror: someone shrunken and tired and empty. Someone who had never found a way to move on or let go.

"I'm going to say some words for Murowa," he told Patience. "Don't laugh." He gave her a pointed glare with no real heat behind it and turned to the candles. She was right, it was so stupid to care about the deaths of such awful people… But feelings had never listened to logic and reason and Ben was okay with being stupid for a few minutes if it meant he could get on with his life.

Again, he lit the match, catching the flame on the second candle's wick. "Murowa." Ben sighed. "You know, if you had turned out a little different, we could have been friends. You sort of reminded me of Azmuth, how smart he is and how much he pretends to hate everyone. I never thought you would give up anything for me, let alone your own life. I figure it's probably only because you wanted me for your experiments, but I don't think that's worth dying over. I'd like to think that, at least toward the end there, you saw me as a person."

Ben was making himself get choked up. It wasn't that he missed _them_, not really. It was the loss of such great potential. The three of them had done terrible things on a massive scale. If their lives had turned out different, if they had been better people… They could have done anything, Ben thought. They could have changed the galaxy for the better. Could he have changed them? If he had made different choices, could he have ever changed their minds?

He would never know. They were all dead. That was something Ben would have to live with, something he would always think about.

He looked over at Patience. Miraculously, she hadn't laughed during his little speech. She hadn't even scoffed. She was looking at him with an expression that Ben couldn't place, mouth turned downward. It didn't seem like she was upset, though.

The little Galvan matches looked even smaller compared to Petrosapien hands but, after a moment's hesitation, Ben offered her a match anyway. "Do you want to say anything about… Cacoxenite?" He asked.

Patience's expression didn't change. Ben was half-convinced that she was going to refuse, only for her to sigh and take the match. He showed her how to light it and, with surprisingly nimble movements, she lit the last candle. The match was flicked over the side of the ledge and she watched it fall with vacant eyes. For a few moments, neither of them spoke.

"I think he would have liked this," Patience said finally, so softly that Ben barely heard her. "Cacoxenite was always so self-centered. He would have liked to think that he was remembered. Maybe even missed. He probably would have done something like this for Murowa, too. They had a…" She sighed. "Well, I don't want to explain Petrosapien relationships to you. It was complicated, but he cared about her. He cared about Diavik, too, ever since the Academy where they met. And I like to think..." Patience frowned. "I like to think that he cared about me, too. That maybe Cacoxenite was still in there, somewhere. Not that it matters now."

When it seemed like she was finished, Ben nodded. He cleared his throat and, to the candle, said, "Argyle… you were a real asshole." Surprised, Patience let out a snort of laughter, covering her mouth to muffle it. Ben grinned in return. "And this," he continued, "is for Popigai and everyone else they hurt." He knocked all of the candles off the ledge with a swipe of his arm, leaning over to watch them tumble through the air. By the time they hit the ground, they were specks too small for Ben to see. Insignificant, almost.

He sighed, content, and leaned back. It was weird, but Ben actually did feel lighter. Like he had lifted a weight from his chest and sent that over the edge, too.

"You're right," he said to Patience without looking at her. "Funerals are selfish."

She hummed thoughtfully. "Yes. Sometimes it's alright to be selfish, though."

Ben looked over at her. "Are you going to Popigai's funeral, then? I know you didn't know him, but… You could. If you wanted to." He almost said "_It would be nice to see you there," _but bit it back. Not because it wasn't true, but because he could tell she didn't want to hear it.

There was a moment where Patience paused, maybe even considering it, but she shook her head. "No. I think it's better that I don't. I need to get home, anyway."

The word "home" made Ben soften. Just a few more weeks and he could go, too. "For the record," he said after a minute of silence, "I hope we never see each other again."

Patience smiled. "That's what I'm counting on." She reached over, slinging an arm around Ben and pulling him against her in a loose hug. He returned the gesture, leaning into it, and Patience just as quickly pulled away. Without another word, she stood and, using her peranite platforms, left.

It felt too quiet without someone sharing the view with him, but Ben shoved the thought away. Alone, he laid back, legs dangling over the edge of the ledge. He squinted up at the darkening sky and brushed his bangs out of the way. Maybe he wouldn't cut it, after all. Sometimes, change was alright. And if Ben was going to see someone different in the mirror, he might as well make sure that it was someone he _wanted_ to see.

* * *

**_PART SIX_**

It was overcast on the day of the funeral, which Ben found fitting. Weather on Petropia was slow and infrequent, but it had still found a way to make the funeral gloomy. He scowled at the sky, hoping it would rain, though the clouds weren't nearly dark enough for that. A part of Ben was still hoping for something to ruin the "celebration," but he couldn't muster up the energy to be offended by the idea anymore. If funerals were selfish, then he supposed that it didn't really matter how Popigai's friends and family wanted to have it.

They were going to be on Petropia for a few days, much as Azmuth had insisted against it. Then Ben would go back to Galvan Prime where, hopefully, Azmuth would have reached a breakthrough to make the healing process go faster. Ben was anxious about what news might be waiting for him when he got back, though. Azmuth was starting to think that it would be impossible to reverse the damage entirely.

At least for the funeral, though, Ben's metal cuff had been taken off. Since Azmuth still wasn't quite ready to fix the Omnitrix, Ben wore it. It was shut off so that he couldn't ruin the circuits more, but it looked fine to an outsider. Ben didn't like looking at it. His stomach churned when he looked at the crystals in place of his skin. On the flight to Petropia, he moved his arm back and forth to drag his fingertips over his pants, half-hoping he might somehow feel the material. He hadn't, obviously.

It wasn't all that bad. Azmuth had finally been convinced to get Ben something different today, after Grandpa Max argued that it was necessary for a formal event. Of course, Azmuth thought that having to stop his work to get human-sized clothes for Ben was an insult and a waste of time, but he had done it anyway.

Sitting in a Petrosapien tram, Ben felt better to be wearing new clothes. It felt nothing at all like his first arrival on Petropia. He hadn't been dressed overly fancy, but he had a wrinkle-free shirt and long pants with, blessedly, pockets. He had missed having pockets. Grandpa had given him a jacket too but, since getting his letterman back from Gwen, Ben hadn't liked the idea of taking it off. He was as attached to it as he had been back in the good-old-days.

"Ben." Rook's voice broke him from his thoughts, though didn't startle him nearly as much as the hand on his shoulder.

He whirled around, tearing his gaze away from the view out the window to stare at Rook with wide eyes. Automatically, Ben's hand went to his left wrist. He grimaced when the dial failed to pop up on the Omnitrix, but couldn't help the chill that ran down his spine when his hand brushed peranite. He hoped that Azmuth managed to come up with a cure, because Ben didn't think that he would ever get used to it.

Rook took a step back, holding his hands up in surrender. Ben might have forgiven him, but that didn't erase the tension between them. It was like their first day as partners all over again and Ben couldn't get over it.

For a moment, Ben tried to look apologetic. He sat up straighter and ran a hand through his hair, looking at Rook tiredly. "What is it, dude?"

"We have arrived." Rook gestured out the window where, sure enough, the scenery had stopped moving. The tram around them was empty. When had that happened? "Everyone got off to give you some time, but we are going to be late if you wait here any longer."

Ben stood up, ignoring the pitying look in Rook's eyes. He shook his head out, trying to focus. "Sorry, I'm just…" He wasn't even sure what he was trying to say. "Sorry. Never mind."

It looked like Rook wanted to say something, he even got as far as opening his mouth, but then he decided against it. He gestured for Ben to walk in front of him and they left the tram together in silence.

Stepping out, no one said anything to Ben. The conversation that they had been having before continued, strained, and he didn't listen to any of it. Gwen and Kevin hadn't packed anything very nice, since they had only been expecting a rescue mission, but they somehow still managed to look more put-together than he was. Grandpa Max had on a Plumber suit, since he was supposed to deliver the Distinguished Service Award to Popigai's parents. Apparently, it was for "extraordinary heroism."

A part of Ben was getting sick of hearing the word _hero_.

The funeral — or, "celebration of life," as Petrosapiens referred to it — was being held outside. Popigai's parents, presumably, had chosen the side of a mountain for the venue. All Ben could think was that the view was very shiny. There were tents of different colors, all peranite, set up where guests were milling about. It wasn't a big event, but Ben got the feeling that Popigai didn't have a lot of friends.

Would that have changed anything? Would he have been so ready to risk his life for Ben if he had had more people to get back to?

Ben shook his head. It would take some practice to break himself of the "what if" habit.

The part of him that was nervous about having to see so many people who likely hated him was muted and distant. Truth be told, Ben was trying not to think about it. If he did, he knew he would just sit outside and refuse to go in, and Ben Tennyson was no coward. It was about finding closure, like Patience had said. It just wasn't entirely clear to him what the closure was for anymore.

His pace slowed as they approached, despite Ben's best efforts. He knew already what to expect: glares and furious muttering and a gloom that would shadow Ben for as long as he stuck around. Igneous had already mentioned in his invitation that no one was particularly happy that he was coming. At the very least, feelings were mixed enough that Ben hadn't been outright banned from attending, unlike Tetrax, who was banned from at least half of the entire planet, according to himself.

A hand on his back startled him and Ben looked up to meet Kevin's gaze. The concern in his eyes was wiped away as he smirked, forced and stiff though it was. Kevin jerked his chin toward the peranite tents and said nothing. He let Ben take a deep breath and start walking, keeping pace and leaving his hand where it was. Had it not been on his back, Ben wasn't sure that he would be able to keep putting one foot in front of the other.

When they reached the entrance, Kevin gave a little nudge and let his touch fall away. The others had already gone in. Ben could tell by the noises that they were in the throes of a party. Music, loud and deep enough to make the air vibrate and cause Ben's heart to pound, was playing from an indistinguishable source. There was no way for him to describe what it sounded like, but it was no music that Ben had ever heard before. Petrosapiens were laughing and talking, a faint buzz that mixed into the not-quite-music until it all became static in his ears. Soft lights were flashing and a smell that vaguely reminded Ben of hydrogen peroxide stung his nose and tingled down his throat with every breath.

He gave Kevin a pleading look over his shoulder. The urge to be as far away as possible from the noise and the lights and the people was suddenly overwhelming. Kevin's smile grew more sympathetic, but his resolve hadn't changed. He shrugged and waved Ben on.

Stepping into the tent was like stepping into a whole different world. The sights and the smells and the sounds were nothing like what they had been outside. They were so intense. Ben felt like he could taste the music and feel the lights cast colors along his skin. In a way, it was nice. He was so absorbed by how overwhelming everything was that he barely had time to notice all of the dirty looks that he was getting.

Tetrax's advice, from weeks ago, by that point, rung in Ben's head. He had been right, that Ben wanted everyone to like him. He saw how everyone grew tense when they saw him, felt their gazes burning holes in the back of his head. Knowing what he had gone through in an effort to save all of them, Ben couldn't pretend that it didn't hurt. But he couldn't be angry, either.

You couldn't be mad at someone for being themselves.

Vaguely, Ben wondered what was in the other tents, but not enough to bother trying to find an exit to go see them. He had somewhat adjusted to the room's atmosphere and he was looking for a familiar face. He wanted to find Igneous and Kimberlite, to apologize for everything with Popigai, but no matter where he turned, there was no one that he recognized.

He bumped into someone as hard and immovable as rock, letting out an involuntary grunt. Ben quickly straightened, holding his hands up to appear as unthreatening as possible. Although, it really wasn't that difficult.

"Sorry," Ben said reflexively, looking up at the Petrosapien he had been knocked against by the jostling crowd. "Totally my mistake. I didn't mean to."

The woman was sneering before Ben even had the first word out of his mouth. She turned away from the people she had been speaking to to face him completely. "I think you have more to apologize for than just bumping into me," she said icily.

For a moment, Ben stared blankly, racking his brain for what she could be talking about. Was it for not reforming Petropia correctly the first time? Was she upset that Ben hadn't fixed everything faster? Did she blame him for something that he hadn't even done yet?

Then Ben took in her appearance. The color of her peranite, her eyes, down to her build, slimmer than average even for a female Petrosapien. Familiarity hit like a brick to the head.

"You're Popigai's mom," he said weakly.

It hadn't been a question, but she felt the need to answer anyway. "Yes. And you're Ben Tennyson, the offworlder who killed my son."

The word "killed" made Ben wince. He took a step back, but she followed him. Frantic, Ben scrambled for something to say. "I— I'm sorry, ma'am, I don't—"

"Don't feel like taking responsibility?" She snapped. There were no tears in her eyes, no sign of her voice about to break. Popigai's mom was filled to the brim with rage, as though she'd had to empty everything else out of her just to make room for it. "My son is _dead _because of you, Ben Tennyson! If you had never gotten involved, Popigai would still be alive!"

Ben laughed nervously — he couldn't help it. "That's not really what happ—"

She cut him off with a furious shout. "You think this is some kind of _joke_?" Before Ben could formulate a response, she snarled, lunging for his throat.

At the same time, a hand clamped down on her shoulder, stopping her. Ben stumbled back and hit someone else, but he didn't turn around to face then. He couldn't take his eyes away from Popigai's mom. Nothing had changed in the room, but suddenly the lights had been turned off and the music was drained from the world. No one around them was moving and, despite himself, Ben's heart rate picked up. It felt like he was caged in. There was no where he could go.

"Zirconia, please," the man who had grabbed Popigai's mom said gently, his expression strained. "You promised that you wouldn't do this. We're in public."

She tore her arm free of his grip without sparing him even a glance. Still, she didn't make another attempt to grab Ben. "Go away, Carbide. I don't need to hear another lecture from you when I know that you hate him just as much as I do."

Of all the times for the Omnitrix to be turned off… Ben cursed loudly in his head, eyes darting around for Kevin. Hadn't he come in right after Ben? Where had he gone off to? He was pretty sure that Popigai's mom — Zirconia, apparently — was about to rip his arms off and use them to beat him to death. Her glare promised that it wouldn't be a quick death and the only thing between them was a few feet of space.

Suddenly, Ben's view of Zirconia was cut off. Carbide stood between them, facing her, and took hold of her hands. Furious, Zirconia tried to tug her hands free, but Carbide didn't let her. Their hands made a table grating sound as peranite rubbed together.

"It doesn't matter what we think of Ben Tennyson," Carbide said firmly. Zirconia stilled, more indignant than she was actually listening to him. "What matters is that… Popigai admired him. He was our son's idol. This day is meant to commemorate him. Please, Zirconia, don't make this about you."

It felt as though the whole room was holding its breath. Ben couldn't see her expression with Carbide in his way, but he didn't need to. He could tell that nothing would erase that anger. Nothing he ever said or did or accomplished would change her opinion on him.

"Fine," Zirconia spat, venom dripping from the words. "But _only _for Popigai. And only for this one time."

She made sure to catch Ben's gaze before turning away. The urge to avoid her stare was almost overwhelming, but Ben forced himself to hold it. He wanted to remember the searing look in her eyes. Zirconia wasn't the first person to hate him and Ben knew — he had to accept — that she wouldn't be the last.

But, true to her word, she left. Color gradually returned to his surroundings and Ben let out the breath that he had been holding. He felt light-headed. Maybe it really had been a mistake to try and attend.

He looked up when Carbide shifted. Ben was half-expecting Popigai's dad to simply follow Zirconia without looking back but, surprisingly, he turned around and looked down at Ben instead. There was hatred on his face, clear as day, the same as his wife. But there was something else, too. Pity, almost. Ben didn't know how to describe it.

"I'm sorry that she made a scene," he said slowly, as though every word took incredible effort. Ben didn't blame him. Carbide probably wanted him dead too, like half of the other people in attendance. "It would be best if you paid your respects and didn't stay very long, Ben Tennyson. But I can't ask you to leave. I know that Popigai would have wanted you here and that's enough for me to tolerate it."

For a moment, Ben wanted to protest. How could he possibly know what Popigai would have wanted? How could he stand there putting words in his son's mouth and thoughts in his head, as if that could somehow bring him back? But Ben held himself back and, instead, nodded and managed, "Thank you, sir. I'm sorry. For everything. I never wanted this to happen."

Carbide took a deep breath. "I know," was all he said, sadly, and then he left.

Ben didn't stick around long enough to figure out what the people around them thought of the whole exchange. He pushed his way through the gaps between bodies of peranite, frantic to get away. It was suddenly hard to breathe in the tent. He needed the fresh air. Ben moved toward the only light he could see that wasn't pulsing and multi-colored.

He was halfway there when a hand grabbed him by his good wrist. Ben automatically gasped as he tipped forward, his shoulder joint popping with the force of his stop. The hand let him go almost as quickly as it had grabbed him, but Rook's presence lingered at his side.

"Are you alright, Ben?" Rook asked, coming around in front of him to get a better look at him. His hands were held up, somewhere between a surrender and struggling not to touch Ben and check for injuries. "I heard a commotion. Did something happen? No one hurt you, right?"

"Someone tried. But I'm fine," Ben insisted. He looked away, clutching his peranite-infected arm to his chest protectively. "I'm just stepping outside. I need to get some air."

Rook nodded. "In that case, I will join you and—"

"No!" Ben cut him off with a shout, much louder than intended. He grimaced. "I mean, uh— No, thanks. I'm good. I want to be alone right now."

A frown came to Rook's face. He stepped closer, one hand outstretched. "Ben, I…" Rook didn't finish. As he approached, Ben noticeable flinched, taking a step back. There was a flicker of shock in Rook's eyes, then his expression smoothed out, perfectly blank. Something about his expression was acutely sad and Ben couldn't place why.

"Really, Rook. I just want to be alone," Ben muttered. He kept his head down and walked past his ex-partner without another word. He didn't look back and Rook didn't try to stop him.

Outside, Ben stumbled away from the peranite tent and put his hands on his knees, taking a deep breath. There were other tents, filled with other people, playing other music, dedicated to different things… But no matter where Ben went, he knew it would be the same. Hatred was always the same and he had earned himself plenty of it.

More calmly, he walked further away from the tent, until he could hear himself thinking again. The music was making Ben's head throb. He sank to his knees and, with a groan, flopped down onto his back. Hitting the peranite didn't feel very good, but Ben didn't care. He shrugged his jacket off, feeling flushed and heated despite the cooler air. Dark clouds swirled above his head. Was it too much to ask for rain, just a few drops?

He set his arm over his eyes and sighed. Everything was overwhelming and he wasn't even sure why. Ben hadn't thought about Popigai a lot, mostly because every time he started to, he would yank himself back. The crux of the issue, really, was that Ben just didn't want to be there. He had never liked funerals and he liked the idea of "celebrating" someone's life even less. There was nothing to celebrate. Popigai had been murdered trying to protect Ben, as if he was somehow worth it. How was that supposed to be honorable? How could any of these people fool themselves into believing that, in his last moments, Popigai didn't regret it?

Ben wasn't sure how long he laid there. At some point, the music stopped, but that didn't do anything to make him want to get up. There were voices, people talking over a speaker system, but Ben was too far away to make out the words. If he could have, it would have only motivated him to move even further away.

Footsteps. Ben tilted his head back, looking up only when the person approaching stopped and a shadow fell over him. He only had a handful of guesses as to who it was so, as soon as Ben saw the silhouette of a Petrosapien, the name slipped out. "Igneous? What are you doing out here?" Ben sat up, leaning back on his palms for support.

"Same thing you are, probably. They're doing the eulogy in there and I couldn't take all of the cheering and laughter," he said with a shrug. Igneous took a seat next to Ben, tilting his head back to stare up at the dreary sky. "It's been overcast for days…" he muttered. Then, to Ben, "I wouldn't stick around if I were you. Ever since I invited you guys to come, Kimberlite has been more pissed than usual. She threatened to twist your spine into a necklace and she doesn't even like jewelry."

He almost told Igneous that he didn't plan on staying any longer than he had to, but Ben held himself back. It felt like something that Igneous already knew. "Why aren't you mad at me, then?" He asked. "Everyone else is. This whole thing is my fault."

Igneous thought about it for a moment. "Right now, there's nothing but rumors. No one really knows how Popigai… passed away, other than…" He pointed to his face. "...what they did to his head. And that you were probably involved, but…" Igneous trailed off, swallowing thickly. "Honestly, you probably don't want to talk about what happened and I don't want to hear it, either. I don't want to be mad at anyone. I don't think I have it in me to be mad, I just…" He closed his eyes and his voice dropped to a whisper. "I never knew how much I could miss him."

There was silence. Neither of them had anything else to add. Ben understood how Igneous was feeling, sort of. He had been so overwhelmed lately, so consumed by everything that had happened, that he hadn't had much time for anything else. It felt like he had been scooped out and left to dry.

"It's okay to miss him," Ben said finally. "He missed you. He was only there because—"

"—because he was protecting me," Igneous finished, his voice choked with emotion. He broke off and rubbed his eyes again. "I know, you don't have to remind me. If anyone's, it's my fault. I… Fuck. He's gone. He's never coming back, is he? I knew how he felt about me and I… I kept holding out, as if she would, but—" He curled in on himself, ducking his face out of sight. "We fought so well together. Maybe if I had just… given him a chance, he wouldn't have… and we could have…!"

He stopped himself when Ben set a hand on his shoulder, but didn't look up. "Don't think about the what ifs," Ben told him evenly. "You'll never be able to move on like that."

It took a moment but, eventually, Igneous lifted his head. He stared at Ben for what felt like a long time, not saying anything, not moving, barely even blinking. Then, looking faint, he breathed, "I need to tell Kimberlite how I feel. I'm sick of this. He— Popigai would want me to be happy," Igneous said firmly, but then his expression wavered. He looked to Ben as though for confirmation. "Wouldn't he?"

That one, Ben didn't need to pretend to know the answer to. He smiled faintly. "I think that's all he really wanted."

Abruptly, Igneous stood. He nodded once to Ben, then turned and left without a word. It was hard to blame him for that, though. He looked as though the next time he opened his mouth, he wouldn't be able to stop the stream of words until someone forced him to.

Ben slipped his jacket back on and frowned, playing the fraying collar between the fingers of his good hand. Maybe he should start to take his own advice. He was alive and mostly healthy, but the next day wasn't a guarantee. When Ben eventually died, he didn't want to leave with any regrets.

Speaking of…

The next set of footsteps, Ben recognized. He didn't move, though. Metal boots clinked against peranite as Rook came to a stop at Ben's side. After a long moment where he waited to be acknowledged, Rook eventually chose to clear his throat. "I realize that you wanted to be alone but, Ben, I must ask… Are you alright?"

Enough. If Ben was going to be someone else, he might as well introduce himself.

He let out a long sigh, stood up, and turned around to look Rook straight in the eye. "You know what? Forget this. Let's start over, okay? I'll go first." Ben held out his hand for Rook to shake, ignoring his surprise. "My name is Ben Tennyson. And you are…?"

To his faint surprise, Rook bumped his palm with his fist. "It is an honor and a pleasure to meet you, Ben Tennyson," he said, smiling. "I am Rook Blonko. I hope we will be fast friends."

Normally, Ben didn't hug people that he had just met, but he couldn't help himself. He grinned and threw his arms around Rook's shoulders. He automatically felt arms come up to hold him in return, their weight leaning together until they were pressed so close that Ben could swear he felt Rook's warmth through his armor.

His smile stayed, but his cheeks felt wet. Finally, Ben realized dizzily, he was crying. He tucked his face against Rook's neck and let out a shaky sigh. "I missed you," Ben murmured.

There was no reply from Rook, but the way he clutched Ben tighter was answer enough. Above them, the clouds finally split open. Rain fell as a sprinkle, barely enough to get their clothes wet, but it was a start. And, sometimes, that was all it took.

* * *

**_PART SEVEN_**

The next morning on Petropia should have been the day that they went back to Galvan Prime, but it wasn't. Grandpa Max received a notice from the Magistratus about Petropia's current position in terms of government. A lot of it went over Ben's head, mostly because he hadn't been paying that much attention. Apparently, though, while Ben had been kidnapped, Argyle had killed the entirety of the high-ranking government and Plumber figures, leaving the planet with no one to manage the infrastructure. That meant more paperwork, obviously, but for Grandpa Max, he would only have to stay one more day and hold a specific ceremony.

Technically, Ben wasn't required to be there, but he wanted to be. If people saw it as some sort of political statement, then good for them, but Ben wanted to support his friend. Or, maybe "friend" was stretching it. He wasn't sure where he stood with Mantle after everything that had happened but, at the very least, "ally" had to be a safe bet.

Ben was wearing the same thing that he had worn to Popigai's funeral, because it was still the nicest thing he had available to wear. And for a ceremony as important as the one he was attending, formal wear went without saying.

He tugged his letterman jacket on, looking at his reflection in the mirror. Ben ran his tongue over his front teeth and grimaced. Having a toothbrush would be nice, but that wasn't the end of the world. His hair was brushing his shoulders and he wished that he had something to tie it back with. The idea of growing it out was starting to appeal to Ben the more that he thought about it.

Straightening up, Ben surveyed the peranite room around him. It was just temporary, a place for him to sleep and only that, but… It brought back memories. They weren't good memories but, regardless, Ben thought back to the first time he had spent the night in the Petrosapien Plumber base. Things had been so different back then, so much more manageable… He had changed so much. But, Ben mused, at least he still recognized the face in the mirror.

He waved his Omnitrix-arm over the scanner next to the door and it slid open to reveal the hallway. Ben was sick of steel and peranite, but it was only another week at the most, and then he could go home. For the time being, he put the thought out of mind. It was supposed to be a good day. And if he told himself that for long enough, eventually it would come true.

Another door opened with the soft hiss of hydraulics and Ben turned to see Rook leaving his room. They stared at each other for a moment, then Rook smiled and Ben managed to relax. "You are early," he said, approaching Ben. "The ceremony is not for another half hour. Are you feeling restless?"

Shoving his good hand into his jacket pocket, Ben shrugged one shoulder and nodded. "Yeah. A little. I guess I started getting ready too early and ran out of things to do. You can only adjust your shirt collar so many times before you have to admit that you're just stalling."

Rook made a show out of eyeing him. "You do look like you have been fidgeting with your clothes." He stepped closer, hands held out so that Ben could see what they were doing. Rook's movements were slow but, when Ben didn't pull away or attempt to stop him, he didn't hesitate to continue. He set his hands on Ben's shoulders, pinching his shirt and jacket collar together between his thumb and forefingers and straightening them out. "You could stand to iron your shirt, but I understand that might be an impossibility given our current situation."

Ben shook his head, brushing Rook's hand away with a scoff. "Bold words coming from someone who can't even wear a tie over the same armor you always wear." He jabbed Rook in the chest for emphasis, not that he would have felt it through his Proto-Armor. "Where's the class? The elegance? The _panache_? I swear, dude, you're making all of us look bad."

That got a chuckle out of Rook. His expression had softened and he was looking at Ben strangely. The emotion in Rook's eyes tickled something in the back of Ben's mind, like he had seen that look somewhere else before, but it was gone before he could place it. Rook gestured down the hall. "If you can stand being a little early, we can leave now. It is not as though there is anything else to do here."

"Sure." Ben turned away and jerked his head so that Rook knew it was okay to follow. "I'm really happy for Mantle. This seems like it'll really help get Petropia back on its feet, though I'm still not sure how they're going to go about filling so many open spots in the government."

With surprising nonchalance, Rook shrugged. "I assume they have protocols in place for emergency cases. If they do not, then they will have to make them. It is not the Plumber's job to decide how they manage themselves, simply to safeguard their right to do so. It is not for us to concern ourselves with."

Smiling, Ben rolled his eyes playfully and said, "Yeah, let's just hope that they get someone else to do the check-up next year."

Their conversation lapsed into silence, but Ben didn't think that it was awkward. They still hadn't quite found their footing, but that was alright. Things would get better between them, Ben was certain of it. He was more worried when it felt like he had to fill the silence with words to keep from feeling out-of-place. He risked a glance at Rook but his expression was distant, lost in thought. That was better than feeling trapped into talking to someone. Besides, Ben had been talking himself in circles recently, in his head and to others. He tried to empty his head and appreciate the rare quiet.

The Petrosapien Plumber base was big enough that it had several event halls, numbered from least lavish to the most gaudy waste of money. Although, because it was all made of peranite anyway, Ben supposed that no real money was being wasted, just a lot of time and effort. Either way, because the event was a big deal, their ceremony was being held in the Fifth Hall, which was the biggest and fanciest room that the Plumber base could offer.

After countless weeks around the stuff and having an arm permanently made out of it, Ben had somewhat lost his awe for peranite. Still, he could appreciate the craftsmanship. The room was enormous, deep underground and the size of a football field. It didn't need supports, but delicate pillars dotted the room, smooth curls of peranite that were no thicker than Ben's wrist. They sprouted from the ground to the ceiling like vines, tangled in on each other with exotic peranite flowers of all different shades and designs sprouting from the columns.

Tables that could seat up to fifteen people filled the room on either side, leaving a wide walkway straight down the middle, from the door to the stage on the opposite end of the room. There were no windows so far from the surface, but chandeliers as big as cars hung from the ceiling high above their heads, glowing with ethereal blue light.

Ben took it all in with a grin on his face. Maybe it was a little childish, but few things got his attention like pretty, flickering lights. The room was completely empty, so Ben turned in a slow circle to take it in all at once. To Rook, he asked, "Have you ever seen something this amazing in your life?"

When Ben looked over at him, Rook was staring at him with that odd look on his face again. "Once or twice," was all he said, prying his gaze away from Ben to look up at the ceiling.

They were interrupted by the sound of approaching footsteps. Other early arrivals, Ben guessed. He knew that they were Petrosapiens based on their foot falls, but he had been expecting to turn around and make polite eye contact with strangers, not to look over his shoulder and see Conway and Sybil.

At the very least, Conway looked nervous, walking a few steps behind his sister and making a concentrated effort to not look at Ben. Sybil, on the other hand, was grinning. With half of her face caved in and corroded away, it looked a lot creepier than it should have been.

"Ben! I had a feeling I might find you here." She waved as they approached, stopping in front of Ben and jerking her head back the way they had come. "If you're not too busy, could we speak in private for a few minutes? It won't take long, but I think there are some things that we need to clarify. You have some questions, Ben." It wasn't asked as a question which, Ben supposed, was because Sybil already knew the answer.

It had been so long since he saw her last. Was he supposed to be angry with her, too?

"Uh, yeah, sure." Ben nodded. He wasn't entirely sure that he actually wanted to talk in private with the two of them, but he knew that he didn't want Rook hanging around that conversation. He had a funny feeling that he knew what they were going to say, anyway. Waving Rook away, Ben stepped forward as Sybil and Conway turned to lead the way. "I'll be right back. Just give me a few minutes, alright?"

He didn't wait for an answer, though he got the feeling that Rook wouldn't have refused him regardless. Ben followed several feet behind the two of them, their group completely silent. He was expecting to go to a different place to talk, but the room was big enough that they really didn't need to. As soon as Rook was out of earshot, Sybil made a beeline for the nearest pilar and ducked behind it. They were still visible from the open Hall doors, but Rook couldn't see them or, hopefully, hear them, either.

Alone with Sybil and Conway, Ben looked between the two of them and took a deep breath. He suspected that he was going to have to be the one to start the conversation. "Do you expect us all to leave on good terms?" He asked both of them, knowing they would have different answers.

They shared a look. Sybil made a shooing motion and Conway sighed, turning back to face Ben fully. "No," he said, though he didn't seem happy about it. "After everything, I'm surprised you can still forgive anyone if we're being honest. It looks like you made up with Rook, though. I'm glad. He was tearing himself apart trying to rescue you."

Without thinking about it, Ben shot back, "Which he wouldn't have had to do if you hadn't handed me over in the first place."

Conway winced. "Point taken."

Sometimes, Ben wished that he was one of those people who got enjoyment out of lording someone's mistakes over their head. It seemed like it would be a lot easier than feeling guilty all the time. He slumped, anger dissipating like smoke. "I'm sorry, I didn't mean that. Look, I… Things with Rook are different. We talked it out. We have history. We'll see each other plenty in the future. But you… I'm not sure I'll ever even come back to Petropia, let alone see either of you again. I don't think I have enough time to properly forgive you."

"We don't plan to stay here, either," Conway added, "but I see your point. Can we just… agree to not hate each other?"

Ben smiled faintly. "As long as I never see you again? Sure. I can't say I forgive you, but I'm not going to hold it against you. Otherwise I'd have to reconsider my whole friendship with Kevin." His expression fell. "And don't feel bad, that you didn't get forgiveness, I mean. You're not going to get it from everyone. Maybe you should try to be a better person first. I think you've got the steps out of order."

For a moment, Conway looked surprised, then he smiled and shook his head slowly. "I don't know how you hand out such good advice. You've barely got your own life in order, Tennyson. Maybe you could learn something about prioritizing, too."

His grin widened. "I hear that a lot," Ben joked.

It was quiet for a moment, a little bit awkward, but not tense. Ben held out his fist for a bump, chuckling when Conway raised an eyebrow. He said nothing and, after a moment, Conway tentatively mirrored the action and let Ben nudge their fists together.

"I'm glad I met you," Ben said and meant it. "I hope you find what you're looking for out there. I don't think it's here." He gestured vaguely toward space, high above their heads.

There was a soft note of fondness in Conway's eyes that was quickly wiped away. He nodded curtly. "And same to you, Ben. But I think you've already found what you need." Before Ben could reply, he turned to Sybil, clapping his sister on the shoulder. "I'll leave you both. I've said all that I need to." He waited for her to acknowledge him before turning and leaving.

Both Ben and Sybil watched him go, heading straight for the door instead of staying in the room. Conway didn't look back. Like Patience, Ben knew that he would never see the man again, but he found something oddly fitting about that. They had been in each other's lives for a short amount of time and now that chapter of the story was finished. He was going to miss them both, for reasons that he couldn't put into words. Ben just hoped that he had managed to make a lasting impression, the way that they had for him.

Alone again, Ben turned back to Sybil. She didn't say anything and, based on the look on her face, she didn't plan to. He knew what he wanted to ask, sort of. Phrasing it like a question didn't seem correct.

"You let Conway kidnap me," Ben said finally. "During that attack on the base, you directed me to him knowing what would happen." He lifted his crystallized arm. "All of it."

Sybil smiled sadly. "Yes. I'm sorry, Ben. Some things are destined to happen. I've spent decades trying to change the future and it never works. I didn't want this for you, but we all have a role to play. Mine didn't happen to be very memorable, but it rarely is." She looked away. 'You're angry with me." It wasn't a question and she didn't need an answer. Ben's silence spoke volumes. "There's no excuse or reason I can give you that you don't already know, Ben. I don't need your forgiveness. We'll never see each other again after I walk away, I guarantee it. I'm just happy that you're alright."

Lips pursed unhappily, Ben was quiet. Was he alright, though? Really? He couldn't remember the last time that he felt "alright."

He stared at Sybil, long and hard. He had forgiven Conway (well, partly forgiven, anyway) because he knew that the man was willing and able to change, to become someone deserving of forgiveness. But Sybil, Ben knew, would never change. She couldn't, she had said as much herself. Whether she had been born having visions of the future or if it was a talent that she had developed, it made no difference. She had a part to play, they all did, and someday she was going to knowingly send someone to die because it was what was meant to happen. Assuming that she hadn't done as much already. But if she was telling the truth, and the future was immoveable, could Ben really hold her accountable?

He took a deep breath. "I can't really stay mad at you," Ben muttered. "I know you didn't want to do it, but… that doesn't really change your role in it all."

"It's alright," Sybil said gently. She stepped forward and leaned down, pressing a quick kiss to Ben's cheek. "I wouldn't forgive me, either." Without another word, not even looking at him, Sybil had turned away and was following the same path her brother had taken.

For a split second, Ben almost went after her. He could insist that that wasn't it, tell her how much he _wanted _to forgive her, say that he had no hard feelings, really, but…

It wouldn't be honest. There was some sort of block there, when Ben tried to say that he forgave her. He couldn't. His arm was throbbing where skin was knitted into peranite.

Once she was gone, Ben walked back over to Rook. He wasn't feeling anywhere near as enthusiastic as he had been before but, hey, it was supposed to be a celebratory day. He could force a little cheer back into it.

Evidently, he hadn't faked his smile well-enough. As soon as Rook saw him, he raised an eyebrow and, barely missing a beat, said, "Was it that bad?"

Ben scowled, but he knew that Rook didn't mean to be so blunt or rude, so he shrugged it off. "I don't want to talk about it," he sighed. "We've still got, like, twenty minutes until the ceremony is supposed to start. What do you want to do until then?"

As time passed, guests slowly trickled in, more and more of them with every fresh wave. All of them were Petrosapiens, except for Grandpa Max and Gwen and Kevin. Since his role was as part of the ceremony, Ben wasn't expecting to see Grandpa on the floor with them. Gwen and Kevin arrived together and ended up joining Ben and Rook near the front, by their designated seats. They were just talking to pass the time, mostly Rook filling Ben in on what had happened while he was kidnapped and then Ben taking over for after he was impaled, though he skipped around a lot more and omitted most of the details.

A few minutes from the beginning of the ceremony, someone came in that Ben hadn't been expecting to see. He felt a hush fall over the rest of the guests, discontent mutterings and tension thick enough to cut. They had already given Ben and his friends plenty of space, but they parted like the Red Sea to make way as Tetrax crossed the room.

"Tetrax!" Ben jumped at the opportunity to greet his friend, rushing over to him. Things might have been a little bit awkward between them, before, but if he could forgive Tetrax for destroying a world and shattering Ben into a hundred pieces, risking killing him, then Ben could forgive him for anything. A grin worked its way onto his face, headless of the sneers and comments they were getting. "What are you doing here? You're not a Plumber."

"No," Tetrax agreed, a barely-there smile on his face. "But this is a special occasion. I was invited to attend as an honored guest."

Unable to keep the surprise off of his face, Ben arched an eyebrow. "Invited? Oh, was it Grandpa Max?" He guessed. That was the only possibility that made sense to him. His friends would have told them if they were planning to invite Tetrax.

"Good guess," said Tetrax with a nod, "but it was actually Mantle. He wanted me here."

Ben had to process that a few times, because he was sure he had misheard Tetrax somehow. But, no, he hadn't. He had really said that Mantle invited him — the same guy who couldn't stand to look at either of them without sneering when all of this started.

He had been about to ask for more details, but then the lights in the room were lowered. What little buzz of conversation remained after Tetrax's arrival was swiftly disbanded and everyone still standing went to find their seats. They were numbered, from what Ben knew, but he hadn't really paid attention when the assignments had been handed out. He took the seat next to Rook and Tetrax sat on his other side, Gwen and Kevin next to Rook. The huge table looked empty with just the five of them sitting around it, but at least that meant that Ben had an unblocked view of the stage.

There wasn't a long wait. Once everything had gone quiet, Grandpa Max exited onto the stage from the left, smiling and waving at the crowd. There was a polite applause that died down once he got to the center and held up his hand. Petrosapiens apparently didn't use podiums or microphones for delivering a speech, because Max was the only thing on that stage. He was wearing a full Plumber suit, with the badge displaying his rank proudly clipped to the front of his belt. In one hand, Max was holding a framed certificate.

"Everyone," he began in a booming voice that echoed off of the walls and ceilings, "today, we have all gathered, proud and victorious, after a long and harrowing fight. When the future of Petropia and her people were threatened, everyone in this room came together to right the wrongs that were being committed. And we succeeded!" He paused when a passionate smattering of applause broke out, letting them finish before continuing. "But this victory wasn't without costs. We lost many in influential positions of power and, while many of those spots are still being filled, I'm here to fill one now."

Max paused as, on cue, Mantle left the wings of the stage. He walked stiffly across the stage to stand at attention next to Max, expressionless even in the face of a room full of people clapping and cheering for him.

Once the applause died down all on its own, Max held up the certificate he brought with him, framed in silver and printed in the Petrosapien language. "Corporal Donpeacorite Mantle, for all you've done in the efforts of making this planet safer, going against authority to do what you knew was right, I'm proud to announce that you are the new Head Magister of Petropia. The Plumbers leave this planet in your capable hands."

More cheers came from the crowd, the applause practically deafening. It sounded like someone was shattering glass over every inch of the room. Max handed the framed certificate of his station over to Mantle, both of them pulling out their Plumber badges. Quickly pressing a few buttons, Max swiped his over Mantle's and it glowed blue before fading back into the usual green. From then on, it would display his new rank.

Despite the noise of the crowd, Ben let himself be sucked into the enthusiasm. He cheered and clapped, the sound of it getting lost before it could reach even his own ears. It didn't matter. He was grinning hard enough that his cheeks ached. Mantle deserved this.

His job done, Max exited the stage. A minute later, once the loudest clapping yet was finally slowing, he slipped into the empty seat next to Gwen. There was a knowing smile on Grandpa's face that made Ben pause, curious, but he didn't get to ask about it. His attention was once again taken by the stage.

"I thank all of you for coming," Mantle said to the crowd. He didn't wait for them to be quiet, he just continued on speaking and they followed his lead. Despite himself, Ben chuckled. "In light of my new position, the first thing I'd like to do with my new rank is present a few awards of my own. So, if my special guests will please take the stage…" He held out his empty hand and made a fist, forming a set of stairs into the base of the stage. "...I have a few things I'd like to say, that I think everyone needs to hear."

The lights were turned on but, Ben realized as he blinked away the initial glare, only above his table. There was no applause from the crowd. The announcement was met with dead silence, not so much as a whisper. Uncaring, Mantle started clapping, an easy smile on his face. He didn't acknowledge that there were even other people in the room — his focus was entirely on the table of six.

Ben snuck a look at Grandpa Max and saw a grin on his face. Catching Ben's eye, he winked, and that was what made everything click together.

Relaxing, almost amused by the whole thing, Ben was the first person at his table to stand, swiftly followed by Rook and Kevin and Gwen. He nudged Tetrax but all Ben got in response was a polite smile and a single shake of the head.

He was going to leave it at that before, surprising everyone in the room, Mantle suddenly said, "Sparing Magister Tennyson, I'd like _everyone _sitting at that table to come up on stage. I'm not fond of repeating myself." There was no harshness in his tone, though. The smile on Mantle's face was only for Tetrax.

There was a moment where Ben was convinced that Tetrax would insist on staying seated or, maybe, he would even get up and leave. Instead, moving stiffly, he stood and approached the stage. When Mantle gave an incline of his head, Tetrax climbed the stairs, with Ben and the others right behind him.

Being on the stage and facing that silent crowd was twice as nerve-wracking as it had been when Ben was tucked away at his table. But through the glare of the lights, he couldn't see any of their faces. He told himself that he was facing an empty room and tried to ignore it.

"I thought for a long time about what to do with you five," Mantle said finally. He waved somewhere off stage and another Petrosapien came out to take his certificate and scramble away with it, probably putting it somewhere for safe keeping. With his hands free, Mantle crossed his arms as he paced back and forth. "All of you have disobeyed direct orders, made a mockery of me and the Plumbers, undermined authority, put countless numbers of my cadets in danger, and…!" He paused, looking up and catching Ben's unflinching stare. Then he smiled. "And none of us would be here if not for your actions."

Again, Mantle gestured for something tucked behind the stage. A different Petrosapien came out carrying a metal case, handing it over to Mantle before leaving. The case was small enough to fit comfortably in the palm of one giant hand and Mantle opened it, holding it up to show the delicate-looking medals pinned inside of it, baby blue ribbons and golden medallions.

_That _got a reaction from the crowd. Whispers broke out and even a few less-than-polite shouts. Some people stood from their chairs but, Ben noticed, no one tried to stop Mantle or attempted to leave the room.

Ignoring all of it, Mantle spoke over them. "I thought about what sort of reward you should all be given but even the highest honor that a Plumber of my station can bestow doesn't accurately describe the gratitude that I have for all that you've done. It will have to do. So, for gallantry and intrepidity at risk of life above and beyond the call of duty, I'm here to present the Medal of Honor to…" He started at the end of their line, holding one medal up and pinning it to the left side of Kevin's chest. "...Kevin Levin…" Another step forward and he repeated the process to Gwen. "...Gwendolyn Tennyson…" There was no way to stick a pin through Rook's Proto-Armor, so Mantle shrugged and simply handed it to him. "...Rook Blonko…" He stopped in front of Ben, pausing, and there was a fond upward-tilt of Mantle's mouth when he pinned the medal to Ben's jacket, letting the heavy medallion fall on the "10" right over his heart. "...Ben Tennyson, and…" There was an audible gasp as Tetrax's breath caught. Because of his armor, there was again nowhere to pin the medal, but Mantle handed it over and let their hands linger. For the split-second that both men stared at each other, an entire conversation passed between their eyes. Ben had no idea what it meant but he got the feeling that he wasn't meant to. "...Tetrax Shard. For all the good that you've done this planet, and many before it, and undoubtedly many more in the future, thank you."

Mantle and Grandpa Max both clapped and, to Ben's surprise, a few others in the crowd did, as well. Then the clapping grew louder, until half the room was cheering. It wasn't nearly as deafening as it had been before, but Ben didn't care. It could have been only Grandpa and Mantle clapping and his grin would have been just as big.

It was while the cheering was still happening that Mantle leaned over to Tetrax. "You know," he muttered, just barely loud enough for Ben to overhear, "we're always welcoming new cadets if you're ever interested."

At his side, Tetrax went rigid. Then he let out a slow breath. "No, thank you," he said quietly back. "I'm not the type for Plumber work. But I appreciate the offer."

There was a ghost of a smile on Conway's face. He set a hand lightly on Tetrax's shoulder. "Still. With reconstruction coming up, we can use all the help we can get, whether it comes from someone with a badge or not. I know you don't have much of a reason to anymore, but I'd appreciate if you considered staying." And that was it. Mantle, still clapping, waved all of them back off stage as the lights came on and the celebratory party finally began.

Lingering behind the others, Ben made sure to get Tetrax's attention, nudging him softly. He stopped walking at the base of the stairs, Ben next to him. In silence, they both surveyed the crowd. Music had started and the table and chairs were moved out of the way to make room for buffet tables being brought into the room and more space to gather and talk.

Ben looked up at Tetrax and smiled. Their eyes locked but, surprisingly, Tetrax made no move to hide the tears welling up in his eyes. There was no point in denying the emotion swelling in both of them. "Maybe you were wrong before," Ben said quietly, for only Tetrax to hear. "Maybe you really can be forgiven."

Swallowing hard, Tetrax was clutching his ribbon so tightly that Ben thought it might break. "Yes," he agreed faintly. "Maybe."

* * *

**_PART EIGHT_**

There was something enormous about seeing the Earth from space. Ben had seen dozens of planets at a distance, but none of them invoked a feeling anywhere close to what Earth did to him.

He had his face and his good hand pressed against the window, as though he could climb through the glass if it meant getting there faster. And Ben would have used an alien form to get down there, but even though Azmuth had fixed the Omnitrix and activated it for him, Ben had been given strict limitations on how often and how long and under what circumstances it should be used. He didn't want to push it. That didn't help the nervous energy under his skin though, bubbling and building until he thought he might combust if they didn't land _immediately_.

He was startled by a hand on his shoulder, turning around to see Gwen. She left her hand where it was, following where Ben had been looking to stare at the Earth with a soft expression. "It feels good to be home," she said.

Turning back to the window, Ben nodded once. "Yeah," he agreed weakly. He didn't have the words to express how he was really feeling. It felt like he had found something he had been searching years for. It was more than just a homecoming, it was a part of him. Ben had the sudden, strange urge to pluck the Earth from that backdrop of stars and keep it tucked in his pocket for safe keeping.

Gwen squeezed his shoulder once and let her hand drop. "We should sit down. Kevin's going to be breaching the atmosphere soon."

Ben nodded and left the window, taking his seat in the cabin of the Rustbucket next to her. Grandpa Max, sitting across from them and on Kevin's other side, smiled reassuringly. Rook didn't look up from the screens he was monitoring, but Ben felt him staring out of the corner of his eyes and couldn't help but chuckle.

Next to him, Gwen cleared her throat politely. When she had Ben's attention again, she pulled out a slim hologram card from her pants' pocket and handed it to him. "Here. The Plumber's have a service that you can pick from for a therapist. I didn't pick one out for you, but you can call and tell them what you're looking for if you want. It's completely anonymous, too. If you have the authority to get into a Plumber base for your sessions, they don't need your name or rank if you don't want to give it to them."

He knew that he had agreed to seeing a therapist but, still, Ben hesitated. He really wished that she hadn't mentioned it in front of the others, though it wasn't exactly a secret. There wouldn't be time to talk about it once they landed, though. As soon as his feet were on solid ground, Ben knew that there was only one place he wanted to be and he wasn't going to stick around to talk about therapy.

Begrudgingly, he took the holocard from Gwen and opened it, reading the professional print. It gave a brief overview of the program and a number to call to schedule a session. On the back, a few names and photos were listed, along with their qualifications. Ben looked over the selections and sighed. He really wanted to speak to a human, though he couldn't explain why. Maybe it was just for a sense of normalcy. His problems were rooted in the Omnitrix and his hero work, so Ben thought that something removed from all of that would be best.

"Thanks," he said, putting the card away. "I'll let you know when I schedule something."

Thankfully, Gwen didn't push it. She gave a hesitant smile and turned away, buckling herself in and looking out the window.

Getting himself strapped in as well, Ben didn't look to the window. Instead, he stared at his hands folded in his lap and tried to move his crystalized one. Azmuth had given him instructions to start trying to exercise it, along with some medication and radiation treatment that was supposed to return his arm to normal. It was losing the blue color and the shards weren't sticking out as dramatically anymore, but Ben still couldn't move it or feel anything below his elbow. He turned his palm over, tracing his exposed fingertips with his good hand. The tips of them were sticking out but, as far as Ben could tell, he didn't have fingernails or finger prints on his left hand anymore.

He grimaced. Healing was never fast or painless or easy. He hadn't expected anything else and yet, somehow, he was still disappointed.

"Breaking the atmosphere in one minute and counting," Kevin announced, doing a quick check of his instruments. "Everyone had better be buckled in. I'm not promising a smooth landing for this one." He didn't say anything but Ben got the feeling that Kevin had missed Earth just as much as everyone else had.

"So it'll be like your usual landings, then," Ben joked.

Kevin shot a weak glare over his shoulder, the effect ruined by the smile on his face. "Just for that, the turbulance on that side of the ship is going to be twice as bad."

Rook started to say something, probably to remind Kevin that such a thing was physically impossible, and was cut off when Gwen groaned. "Come on, guys, don't drag me into this. You can harass each other all you want once we land in one piece."

"That's enough joking around until we're on the ground," Grandpa Max cut in, wagging his finger in a mock attempt at lecturing them. He looked at Ben and his expression softened. "You ready to get home, kiddo?"

Ben's smile fell. He risked looking back out the window and there was the Earth, impossibly huge and growing even bigger. The cabin was starting to shake and there was fire on the outside of the ship as they reentered the atmosphere. All he could see was the ground rushing up to greet him and he was desperate for it.

"Yeah," he said, so softly that he didn't think Grandpa had heard him. "It feels good."

It didn't take very long to land. Speeding through the atmosphere, Kevin only leveled out at normal cruising altitude for airplanes and headed directly toward Bellwood. The view of cities sprouting up out of the ground, looking small enough to be crushed with Ben's thumb, always knocked the breath out of him. It was nothing like looking at the Earth from so far away, but it had the same feeling. Like Ben was the one who was tiny and he could never wrap his mind around the enormity of the specks that would become buildings once they landed.

"Alright, I'm taking her down. Brace yourselves if you have to," Kevin said. Without waiting for anyone to acknowledge him, he suddenly tipped the Rustbucket forward sharply, until Ben would have been sliding out of his seat were it not for the belt around his waist.

Despite himself, he laughed. Gwen was lecturing Kevin about fooling around, but he couldn't care less. It was amazing to be back with them, to have his friends driving him crazy and smothering him with concern. If he hadn't been around them, Ben would have cried, he had missed them so much that his chest still ached like crazy.

The turbulence was the worst right before they landed and the ship jolted so badly that Ben nearly bit his tongue and his teeth clashed together painfully, making his jaw ache. The plane skipped off of the ground as it went shooting down Kevin's personal runway and they decelerated hard enough to give Ben whiplash. It was everything that he had missed since Kevin and Gwen moved away.

"Is my car parked out there?" Ben asked as he got to his feet, barely even waiting for the ship to stop. He stumbled on his feet when it finally did, though Gwen caught him from her seat. He barely acknowledged it, already eager to have the bay doors open so he could deploy that platform and get back onto firm ground. "Not that I wouldn't appreciate getting a ride but, uh, there's sort of somewhere that I really want to be right now. And it might be awkward with all of you there."

Before he could attempt and fail to explain himself any further, Grandpa chuckled. "I know what you mean, Ben. Why don't you head out? We'll give you a minute to get a headstart." He threw in a wink.

That still didn't answer Ben's question of where his car was but, assuming it had been brought to Kevin's lot, Ben nodded and grinned. "See you all of you soon," he said with a mock salute. Turning around, he sprinted out of the cabin and to the doors that would let out as soon as the platform lowered. His lungs were aching for fresh air.

The door couldn't open fast enough but, after a few heart-pounding seconds, Ben heard the platform touch the dirt and they slid open. He immediately darted out and was hit by a gust of warm air. A breeze sent his hair into his face and it felt so good to be beneath a blue sky again that Ben almost cried. He would have, had he not been interrupted by a shout of his name, though not from inside of the ship.

"Ben!" Sandra ran up to the base of the lowered platform, a grin on her face and tears in her eyes. Carl was right behind her, his laughter making Ben's heart squeeze.

"Mom! Dad!" Ben was grinning so hard that his face hurt. He sprinted down the platform, nearly falling flat on his face, and collapsed into his parents' embrace. His good hand clutched at the back of his dad's shirt and Ben was nearly lifted off his feet with the force of which they hugged him.

"Ben… We missed you so much," Carl muttered against the top of his head. "When you didn't come home on time, we were so worried. It's amazing to have you back."

"You're okay. You're safe now, sweetheart." Sandra ran a hand through his hair and Ben choked on a whimper, pressing as close to them as he could. His parents smelled like their house, laundry detergent and the incense his mom had started burning just before his trip.

"I know," he said quietly. "I missed you both… I love you." Ben got his peranite arm up around his mom's back and, without even really thinking about it, he felt his fingers twitch to hold her. He almost broke down again but held himself tall, firm and unyielding in their arms.

How had Grandpa Max known exactly what he needed? Of all the places on Earth that Ben wanted to be, this was it. The location didn't matter, as long as he had his parents supporting him and his friends behind him, always.

It felt like home.

* * *

**A/N: ****Writing this hasn't always been easy. I've had many points in the last year where I thought I would give up, either due to general depressive episodes, mounting stress with my studies and other projects, or just a lack of feedback that convinced me it wasn't worth posting anymore. I know this won't be my most popular fic or probably even a very well-known one in the Ben 10 fandom, but this project has been so fulfilling to me, personally, and I hope it left an impact on anyone who got this far. It's been an absolute delight. When I first started, I had no idea that DAF would get this long! It was originally only going to be the length of the first act but I'm glad it wasn't.**

**I'm still planning to have a short Ben/Rook twoshot continuation of this fic, taking place five years after this epilogue, so look forward to that in a week or two! Other than that...**

_**DAF is officially done!**_

**(I've waited a year to say that. Goddamn, haha.)**


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